0001104659-14-010597.txt : 20140214 0001104659-14-010597.hdr.sgml : 20140214 20140214160452 ACCESSION NUMBER: 0001104659-14-010597 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140214 DATE AS OF CHANGE: 20140214 GROUP MEMBERS: HIGHLAND CAPITAL PARTNERS VII LIMITED PARTNERSHIP GROUP MEMBERS: HIGHLAND CAPITAL PARTNERS VII-B LIMITED PARTNERSHIP GROUP MEMBERS: HIGHLAND CAPITAL PARTNERS VII-C LIMITED PARTNERSHIP GROUP MEMBERS: HIGHLAND ENTREPRENEURS' FUND VII LIMITED PARTNERSHIP GROUP MEMBERS: HIGHLAND MANAGEMENT PARTNERS VII LIMITED PARTNERSHIP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HYPERION THERAPEUTICS INC CENTRAL INDEX KEY: 0001386858 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 611512713 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86934 FILM NUMBER: 14616343 BUSINESS ADDRESS: STREET 1: 2000 SIERRA POINT PARKWAY STREET 2: SUITE 400 CITY: BRISBANE STATE: CA ZIP: 94005 BUSINESS PHONE: 650-745-7802 MAIL ADDRESS: STREET 1: 2000 SIERRA POINT PARKWAY STREET 2: SUITE 400 CITY: BRISBANE STATE: CA ZIP: 94005 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Highland Management Partners VII, LLC CENTRAL INDEX KEY: 0001554026 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ONE BROADWAY, 16TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: 617-401-4500 MAIL ADDRESS: STREET 1: ONE BROADWAY, 16TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02142 SC 13G/A 1 a14-5910_1sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

Hyperion Therapeutics, Inc.

(Name of Issuer)

Common Stock, $0.0001 par value

(Title of Class of Securities)

44915N 101

(CUSIP Number)

December 31, 2013

Date of Event Which Requires Filing of the Statement

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 


 

 

CUSIP No. 44915N 101

13G

 

 

 

1.

Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Highland Management Partners VII, LLC

 

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
1,959,520

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
1,959,520

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,959,520

 

 

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.7%

 

 

12.

Type of Reporting Person
OO

 

2


 

CUSIP No. 44915N 101

13G

 

 

 

1.

Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Highland Management Partners VII Limited Partnership

 

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
1,959,520

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
1,959,520

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,959,520

 

 

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.7%

 

 

12.

Type of Reporting Person
PN

 

3


 

CUSIP No. 44915N 101

13G

 

 

 

1.

Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Highland Capital Partners VII Limited Partnership

 

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
1,204,726

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
1,204,726

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,204,726

 

 

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.0%

 

 

12.

Type of Reporting Person
PN

 

4


 

CUSIP No. 44915N 101

13G

 

 

 

1.

Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Highland Capital Partners VII-B Limited Partnership

 

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
291,923

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
291,923

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
291,923

 

 

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
1.5%

 

 

12.

Type of Reporting Person
PN

 

5


 

CUSIP No. 44915N 101

13G

 

 

 

1.

Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Highland Capital Partners VII-C Limited Partnership

 

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
425,133

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
425,133

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
425,133

 

 

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
2.1%

 

 

12.

Type of Reporting Person
PN

 

6


 

CUSIP No. 44915N 101

13G

 

 

 

1.

Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Highland Entrepreneurs’ Fund VII Limited Partnership

 

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
37,738

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
37,738

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
37,738

 

 

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.2%

 

 

12.

Type of Reporting Person
PN

 

7


 

CUSIP No. 44915N 101

13G

 

 

 

Item 1(a)

Name of Issuer
Hyperion Therapeutics, Inc.

Item 1(b)

Address of Issuer’s Principal Executive Offices
601 Gateway Boulevard, Suite 200

South San Francisco, California 94080

 

Item 2(a)

Name of Person Filing
This statement is being filed by the following persons with respect to the shares (the “Shares”) of common stock (“Common Stock”) of the Issuer directly owned by Highland Capital Partners VII Limited Partnership (“HCP VII”), Highland Capital Partners VII-B Limited Partnership (“HCP VII-B”), Highland Capital Partners VII-C Limited Partnership (“HCP VII-C”) and Highland Entrepreneurs’ Fund VII Limited Partnership (“HEF VII” and, collectively, the “Funds”).

 

(a) Highland Management Partners VII Limited Partnership (“HMP VII”), the general partner of each of the Funds;

 

(b) Highland Management Partners VII, LLC (“Highland Management”), the general partner of HMP VII;

 

(c) HCP VII, which directly owns 1,204,726 Shares;

 

(d) HCP VII-B, which directly owns 291,923 Shares;

 

(e) HCP VII-C, which directly owns 425,133 Shares; and

 

(f) HEF VII, which directly owns 37,738 Shares.

 

HMP VII, Highland Management, HCP VII, HCP VII-B, HCP VII-C and HEF VII are sometimes individually referred to herein as a “Reporting Person” and collectively as the “Reporting Persons.”

Item 2(b)

Address of Principal Business Office
The address of each of the reporting persons is:

c/o Highland Capital Partners LLC

One Broadway, 16th Floor

Cambridge, Massachusetts 02142

Item 2(c)

Citizenship

 

 

HCP VII

Delaware

 

HCP VII-B

Delaware

 

HCP VII-C

Delaware

 

HEF VII

Delaware

 

HMP VII

Delaware

 

Highland Management

Delaware

 

Item 2(d)

Title of Class of Securities
Common Stock, $0.0001 par value

Item 2(e)

CUSIP Number
44915N 101

 

Item 3

If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

 

Not applicable.

 

8


 

CUSIP No. 44915N 101

13G

 

 

Item 4

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

For Highland Management:

 

 

(a)

Amount beneficially owned:   
1,959,520 shares of Common Stock

 

(b)

Percent of class:   
9.7%

 

(c)

Number of shares as to which such person has:

 

 

(i)

Sole power to vote or to direct the vote:   
0

 

 

(ii)

Shared power to vote or to direct the vote:    
1,959,520

 

 

(iii)

Sole power to dispose or to direct the disposition of:   
0

 

 

(iv)

Shared power to dispose or to direct the disposition of:   
1,959,520

For HMP VII:

 

(a)

Amount beneficially owned:   
1,959,520 shares of Common Stock

 

(b)

Percent of class:   
9.7%

 

(c)

Number of shares as to which such person has:

 

 

(i)

Sole power to vote or to direct the vote:   
0

 

 

(ii)

Shared power to vote or to direct the vote:    
1,959,520

 

 

(iii)

Sole power to dispose or to direct the disposition of:   
0

 

 

(iv)

Shared power to dispose or to direct the disposition of:   
1,959,520

For HCP VII:

 

(a)

Amount beneficially owned:   
1,204,726 shares of Common Stock

 

(b)

Percent of class:   
6.0%

 

(c)

Number of shares as to which such person has:

 

 

(i)

Sole power to vote or to direct the vote:   
0

 

 

(ii)

Shared power to vote or to direct the vote:    
1,204,726

 

 

(iii)

Sole power to dispose or to direct the disposition of:   
0

 

 

(iv)

Shared power to dispose or to direct the disposition of:   
1,204,726

 

9


 

CUSIP No. 44915N 101

13G

 

 

For HCP VII-B:

 

(a)

Amount beneficially owned:   
291,923 shares of Common Stock

 

(b)

Percent of class:   
1.5%

 

(c)

Number of shares as to which such person has:

 

 

(i)

Sole power to vote or to direct the vote:   
0

 

 

(ii)

Shared power to vote or to direct the vote:    
291,923

 

 

(iii)

Sole power to dispose or to direct the disposition of:   
0

 

 

(iv)

Shared power to dispose or to direct the disposition of:   
291,923

For HCP VII-C:

 

(a)

Amount beneficially owned:   
425,133 shares of Common Stock

 

(b)

Percent of class:   
2.1%

 

(c)

Number of shares as to which such person has:

 

 

(i)

Sole power to vote or to direct the vote:   
0

 

 

(ii)

Shared power to vote or to direct the vote:    
425,133

 

 

(iii)

Sole power to dispose or to direct the disposition of:   
0

 

 

(iv)

Shared power to dispose or to direct the disposition of:   
425,133

For HEF VII:

 

(a)

Amount beneficially owned:   
37,738 shares of Common Stock

 

(b)

Percent of class:   
0.2%

 

(c)

Number of shares as to which such person has:

 

 

(i)

Sole power to vote or to direct the vote:   
0

 

 

(ii)

Shared power to vote or to direct the vote:    
37,738

 

 

(iii)

Sole power to dispose or to direct the disposition of:   
0

 

 

(iv)

Shared power to dispose or to direct the disposition of:   
37,738

 

10


 

CUSIP No. 44915N 101

13G

 

 

Item 5

Ownership of Five Percent or Less of a Class

 

Not applicable.

 

Item 6

Ownership of More than Five Percent on Behalf of Another Person

 

Not applicable.

 

Item 7

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

 

Not applicable.

 

Item 8

Identification and Classification of Members of the Group

 

Not applicable.

 

Item 9

Notice of Dissolution of Group

 

Not applicable.

 

11


 

CUSIP No. 44915N 101

13G

 

 

Item 10

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

 

SIGNATURE

 

After reasonable inquiry and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

DATED: February 14, 2014.

 

 

HIGHLAND CAPITAL PARTNERS VII LIMITED PARTNERSHIP

 

 

 

By:

Highland Management Partners VII Limited Partnership, its General Partner

 

 

 

 

By:

Highland Management Partners VII, LLC, its General Partner

 

 

 

 

 

 

 

 

By:

/s/ Corey Mulloy

 

 

 

Authorized Manager

 

 

 

 

HIGHLAND CAPITAL PARTNERS VII-B LIMITED PARTNERSHIP

 

 

 

By:

Highland Management Partners VII Limited Partnership, its General Partner

 

 

 

 

By:

Highland Management Partners VII, LLC, its General Partner

 

 

 

 

 

 

 

 

By:

/s/ Corey Mulloy

 

 

 

Authorized Manager

 

 

 

 

HIGHLAND CAPITAL PARTNERS VII-C LIMITED PARTNERSHIP

 

 

 

By:

Highland Management Partners VII Limited Partnership, its General Partner

 

 

 

 

By:

Highland Management Partners VII, LLC, its General Partner

 

 

 

 

 

 

 

 

By:

/s/ Corey Mulloy

 

 

 

Authorized Manager

 

 

 

 

HIGHLAND ENTREPRENEURS’ FUND VII LIMITED PARTNERSHIP

 

 

 

By:

Highland Management Partners VII Limited Partnership, its General Partner

 

 

 

 

By:

Highland Management Partners VII, LLC, its General Partner

 

 

 

 

 

 

 

 

By:

/s/ Corey Mulloy

 

 

 

Authorized Manager

 

12


 

 

HIGHLAND MANAGEMENT PARTNERS VII LIMITED PARTNERSHIP

 

 

 

By:

Highland Management Partners VII, LLC, its General Partner

 

 

 

 

 

 

 

 

By:

/s/ Corey Mulloy

 

 

 

Authorized Manager

 

 

 

 

 

 

 

HIGHLAND MANAGEMENT PARTNERS VII, LLC

 

 

 

 

 

 

By:

/s/ Corey Mulloy

 

 

 

Authorized Manager

 

13


 

CUSIP No. 44915N 101

 

 

 

EXHIBIT I

 

JOINT FILING AGREEMENT

 

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of the shares of Common Stock of Hyperion Therapeutics, Inc.

 

This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.

 

EXECUTED as of this 14th day of February, 2014.

 

 

HIGHLAND CAPITAL PARTNERS VII LIMITED PARTNERSHIP

 

 

 

By:

Highland Management Partners VII Limited Partnership, its General Partner

 

 

 

 

By:

Highland Management Partners VII, LLC, its General Partner

 

 

 

 

 

 

 

 

By:

/s/ Corey Mulloy

 

 

 

Authorized Manager

 

 

 

 

HIGHLAND CAPITAL PARTNERS VII-B LIMITED PARTNERSHIP

 

 

 

By:

Highland Management Partners VII Limited Partnership, its General Partner

 

 

 

 

By:

Highland Management Partners VII, LLC, its General Partner

 

 

 

 

 

 

 

 

By:

/s/ Corey Mulloy

 

 

 

Authorized Manager

 

 

 

 

HIGHLAND CAPITAL PARTNERS VII-B LIMITED PARTNERSHIP

 

 

 

By:

Highland Management Partners VII Limited Partnership, its General Partner

 

 

 

 

By:

Highland Management Partners VII, LLC, its General Partner

 

 

 

 

 

 

 

 

By:

/s/ Corey Mulloy

 

 

 

Authorized Manager

 

14


 

 

HIGHLAND ENTREPRENEURS’ FUND VII LIMITED PARTNERSHIP

 

 

 

By:

Highland Management Partners VII Limited Partnership, its General Partner

 

 

 

 

By:

Highland Management Partners VII, LLC, its General Partner

 

 

 

 

 

 

 

 

By:

/s/ Corey Mulloy

 

 

 

Authorized Manager

 

 

 

 

 

HIGHLAND MANAGEMENT PARTNERS VII LIMITED PARTNERSHIP

 

 

 

By:

Highland Management Partners VII, LLC, its General Partner

 

 

 

 

 

 

 

 

By:

/s/ Corey Mulloy

 

 

 

Authorized Manager

 

 

 

 

 

 

 

HIGHLAND MANAGEMENT PARTNERSHIP VII, LLC

 

 

 

 

 

 

By:

/s/ Corey Mulloy

 

 

 

Authorized Manager

 

15