0001193805-23-000870.txt : 20230621 0001193805-23-000870.hdr.sgml : 20230620 20230620201032 ACCESSION NUMBER: 0001193805-23-000870 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220616 FILED AS OF DATE: 20230620 DATE AS OF CHANGE: 20230620 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DEERFIELD MANAGEMENT COMPANY, L.P. (SERIES C) CENTRAL INDEX KEY: 0001009258 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39430 FILM NUMBER: 231027152 BUSINESS ADDRESS: STREET 1: 345 PARK AVENUE SOUTH, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 2125511600 MAIL ADDRESS: STREET 1: 345 PARK AVENUE SOUTH, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 FORMER NAME: FORMER CONFORMED NAME: DEERFIELD MANAGEMENT CO DATE OF NAME CHANGE: 20131114 FORMER NAME: FORMER CONFORMED NAME: DEERFIELD MANAGEMENT CO /NY DATE OF NAME CHANGE: 19981022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Flynn James E CENTRAL INDEX KEY: 0001352546 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39430 FILM NUMBER: 231027153 MAIL ADDRESS: STREET 1: 780 THIRD AVENUE STREET 2: 37TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Acutus Medical, Inc. CENTRAL INDEX KEY: 0001522860 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 451306615 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2210 FARADAY AVE STREET 2: SUITE 100 CITY: CARLSBAD STATE: CA ZIP: 92008 BUSINESS PHONE: 442-232-6080 MAIL ADDRESS: STREET 1: 2210 FARADAY AVE STREET 2: SUITE 100 CITY: CARLSBAD STATE: CA ZIP: 92008 4 1 e618720_4-afib.xml X0407 4 2022-06-16 0 0001522860 Acutus Medical, Inc. AFIB 0001352546 Flynn James E 345 PARK AVENUE SOUTH, 12TH FLOOR NEW YORK NY 10010 1 0 0 1 Director by deputization 0001009258 DEERFIELD MANAGEMENT COMPANY, L.P. (SERIES C) 345 PARK AVENUE SOUTH, 12TH FLOOR NEW YORK NY 10010 1 0 0 1 Director by deputization 1 Common Stock 2022-06-16 4 A 0 8400 0 A 12422 I Through Deerfield Management Company, L.P. Common Stock 2023-06-15 4 A 0 8400 0 A 20822 I Through Deerfield Management Company, L.P. Common Stock 1026243 I Through Deerfield Partners, L.P. Common Stock 1622143 I Through Deerfield Private Design Fund III, L.P. Stock Option (Right to Buy) 0.5036 2022-06-16 4 A 0 19600 0 A 2032-06-16 Class A Common Stock 19600 19600 I Through Deerfield Management Company, L.P. Stock Option (Right to Buy) 0.8349 2023-06-15 4 A 0 19600 0 A 2033-06-15 Class A Common Stock 19600 19600 I Through Deerfield Management Company, L.P. Series A Common Stock Equivalent Convertible Preferred Stock Class A Common Stock 948395 948.395 I Through Deerfield Partners, L.P. Series A Common Stock Equivalent Convertible Preferred Stock Class A Common Stock 1816446 1816.446 I Through Deerfield Private Design Fund III, L.P. Warrant to Purchase Common Stock 1.1114 2030-06-30 Class A Common Stock 1889509 1889509 I Through Deerfield Partners, L.P. Warrant to Purchase Common Stock 1.1114 2030-06-30 Class A Common Stock 1889509 1889509 I Through Deerfield Private Design Fund III, L.P. Warrant to Purchase Common Stock 16.67 2029-05-20 Class A Common Stock 209996 209996 I Through Deerfield Private Design Fund III, L.P. Warrant to Purchase Common Stock 0.097 2028-06-07 Class A Common Stock 193002 193002 I Through Deerfield Private Design Fund III, L.P. Warrant to Purchase Common Stock 0.097 2028-06-07 Class A Common Stock 31116 31116 I Through Deerfield Partners, L.P. The reported shares of Common Stock were issued upon settlement of a restricted stock unit ("RSU"), originally granted to Andrew ElBardissi on June 16, 2022. Such RSU vested on June 16, 2023. The reported shares of Common Stock are issuable upon settlement of a RSU. The RSU is scheduled to vest as to all of the shares of Common Stock subject to the RSU on the first anniversary of the date of grant of such RSU, if on such date Andrew ElBardissi has remained in continuous service as a director. Andrew ElBardissi, a partner in Deerfield Management Company, L.P. ("Deerfield Management"), serves as a director of the Issuer. The RSU and the option granted to Mr. ElBardissi and reported herein, together with any shares of Common Stock issued to Mr. ElBardissi upon settlement or exercise of any such RSU or option, are held for the benefit, and at the direction, of Deerfield Management. This Form 4 is being filed by the undersigned as well as the entity listed on the Joint Filer Information Statement attached as an exhibit hereto (the "Reporting Persons"). James E. Flynn is the sole member of the general partner of Deerfield Management. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. Deerfield Management is the investment manager of Deerfield Partners, L.P. and Deerfield Private Design Fund III, L.P. The option was granted to Mr. ElBardissi on June 16, 2022 and vested and became exercisable as to all of the shares of Common Stock underlying such option on June 16, 2023. The option was granted to Mr. ElBardissi on June 15, 2023 and is scheduled to vest and become exercisable as to all of the shares of Common Stock underlying such option on the first anniversary of the date of grant of such option, if on such date the Andrew ElBardissi has remained in continuous service as a director. Each share of Series A Common Equivalent Preferred Stock is convertible at any time into 1,000 shares of Common Stock, subject to a beneficial ownership limitation. The ability of a holder to convert Series A Common Equivalent Preferred Stock into Common Stock is prohibited to the extent that, upon such conversion, such holder, its affiliates and other persons whose ownership of Common Stock would be aggregated with that of such holder for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, would exceed 4.9% of the total number of shares of Common Stock then outstanding. Each warrant is currently exercisable. Andrew ElBardissi, a partner in Deerfield Management, serves as a director of the Issuer. Jonathan Isler, Attorney-in-Fact: Power of Attorney, which is hereby incorporated by reference to Exhibit 24 to a Form 4 with regard to DA32 Life Science Tech Acquisition Corp. filed with the Securities and Exchange Commission on August 3, 2021 by Deerfield Partners, L.P., Deerfield Mgmt, L.P., Deerfield Management Company, L.P. and James E. Flynn. /s/ Jonathan Isler, Attorney-in-Fact 2023-06-20 EX-99 2 e618720_ex99.htm

 

Joint Filer Information

 

Names: Deerfield Management Company, L.P.
   
Address:

345 Park Avenue South, 12th Floor

New York, NY  10010 

   
Designated Filer: James E. Flynn
   
Issuer and Ticker Symbol: Acutus Medical, Inc.  [AFIB]
   
Date of Event Requiring Statement: June 16, 2022

 

The undersigned, Deerfield Management Company, L.P., is jointly filing the attached Statement of Changes in Beneficial Ownership on Form 4 with James E. Flynn with respect to the beneficial ownership of securities of Acutus Medical, Inc.

 

Signatures:

 

   

DEERFIELD MANAGEMENT COMPANY, L.P.

By:  Flynn Management LLC, General Partner 

 

By: /s/ Jonathan Isler

       Jonathan Isler, Attorney-In-Fact