0000904454-14-000763.txt : 20141119 0000904454-14-000763.hdr.sgml : 20141119 20141119195239 ACCESSION NUMBER: 0000904454-14-000763 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141119 FILED AS OF DATE: 20141119 DATE AS OF CHANGE: 20141119 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Neothetics, Inc. CENTRAL INDEX KEY: 0001618835 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 208527075 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9191 TOWNE CENTRE DRIVE, SUITE 400 CITY: SAN DIEGO STATE: CA ZIP: 92122 BUSINESS PHONE: (858) 750-1008 MAIL ADDRESS: STREET 1: 9191 TOWNE CENTRE DRIVE, SUITE 400 CITY: SAN DIEGO STATE: CA ZIP: 92122 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Halak Brian K CENTRAL INDEX KEY: 0001354718 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36754 FILM NUMBER: 141237216 MAIL ADDRESS: STREET 1: C/O DOMAIN ASSOCIATES STREET 2: ONE PALMER SQUARE CITY: PRINCETON STATE: NJ ZIP: 08542 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VITULLO NICOLE CENTRAL INDEX KEY: 0001196863 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36754 FILM NUMBER: 141237217 MAIL ADDRESS: STREET 1: 3030 SCIENCE PARK ROAD CITY: SAN DIEGO STATE: CA ZIP: 92121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHOEMAKER KATHLEEN K CENTRAL INDEX KEY: 0001207789 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36754 FILM NUMBER: 141237218 MAIL ADDRESS: STREET 1: ONE PALMER SQUARE CITY: PRINCETON STATE: NJ ZIP: 08542 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TREU JESSE I CENTRAL INDEX KEY: 0001013425 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36754 FILM NUMBER: 141237219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOVEY BRIAN H CENTRAL INDEX KEY: 0001207786 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36754 FILM NUMBER: 141237220 MAIL ADDRESS: STREET 1: ONE PALMER SQUARE CITY: PRINCETON STATE: NJ ZIP: 08542 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BLAIR JAMES C CENTRAL INDEX KEY: 0001024000 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36754 FILM NUMBER: 141237221 MAIL ADDRESS: STREET 1: 5880 PACIFIC CENTER BLVD CITY: SAN DIEGO STATE: CA ZIP: 92121-4204 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOMAIN PARTERS VII L P CENTRAL INDEX KEY: 0001374150 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36754 FILM NUMBER: 141237222 BUSINESS ADDRESS: STREET 1: ONE PALMER SQUARE SUITE 515 CITY: PRINCETON STATE: NJ ZIP: 08542 BUSINESS PHONE: 609-683-5656 MAIL ADDRESS: STREET 1: ONE PALMER SQUARE SUITE 515 CITY: PRINCETON STATE: NJ ZIP: 08542 3 1 edgar.xml PRIMARY DOCUMENT X0206 3 2014-11-19 0 0001618835 Neothetics, Inc. NEOT 0001374150 DOMAIN PARTERS VII L P C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 0001024000 BLAIR JAMES C C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 0001207786 DOVEY BRIAN H C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 0001013425 TREU JESSE I C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 0001207789 SCHOEMAKER KATHLEEN K C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 0001196863 VITULLO NICOLE C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 0001354718 Halak Brian K C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 Series A Preferred Stock Common Stock 120888 D Series B Preferred Stock Common Stock 1142452 D Series B-2 Preferred Stock Common Stock 468848 D Series C Preferred Stock Common Stock 1188876 D Series B-2 Preferred Stock Warrant (Right to Buy) 11.29 Common Stock 92105 D Series C Preferred Stock Warrant (Right to Buy) 8.54 Common Stock 165790 D The securities reported as directly beneficially owned by the Reporting Person may be deemed to be indirectly beneficially owned by each of the Reporting Owners listed below, each of whom is a managing member of One Palmer Square Associates VII, LLC, the sole general partner of the designated Reporting Person. Pursuant to Instruction 5(b)(iv) of Form 3, each such individual has elected to report as indirectly beneficially owned the entire number of securities owned by the designated Reporting Person, however each of them disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his or her pecuniary interest therein and/or that are not actually distributed to him or her. As managing members of Domain Associates, LLC, each Reporting Owner listed below may also be deemed to indirectly beneficially own the securities of the Issuer held by Domain Associates, LLC., as reported on a Form 3 for Domain Associates, LLC filed on the same date as this Form 3. As managing members of the sole general partner of DP VII Associates, L.P., each Reporting Owner listed below may also be deemed to indirectly beneficially own the securities of the Issuer held by DP VII Associates, L.P., as reported on a Form 3 for DP VII Associates, L.P. filed on the same date as this Form 3. All outstanding shares of the Issuer's preferred stock will automatically convert into Common Stock upon the closing of the Issuer's initial public offering (the "IPO") for no additional consideration. The preferred stock has no expiration date. Immediately prior to the closing of the IPO the Warrants will be net exercised for shares of Preferred Stock, which will then automatically convert into shares of Common Stock. The net exercise will be based on a fair market value of the IPO price of the Common Stock. If the Warrants are not exercised prior to the closing of the IPO they will terminate. /s/ Kathleen K. Schoemaker, as managing Member of One Palmer Square Associates VII, LLC, General Partner of Domain Partners VII, L.P., individually and as attorney-in-fact for J. Blair, B. Dovey, J. Treu, N. Vitullo and B. Halak 2014-11-19