0000899243-22-038571.txt : 20221215 0000899243-22-038571.hdr.sgml : 20221215 20221215093050 ACCESSION NUMBER: 0000899243-22-038571 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20221214 FILED AS OF DATE: 20221215 DATE AS OF CHANGE: 20221215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BLUTT MITCHELL J MD CENTRAL INDEX KEY: 0001097955 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39635 FILM NUMBER: 221463832 MAIL ADDRESS: STREET 1: 1370 AVENUE OF THE AMERICA STREET 2: SUITE 3301 CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Consonance Capital Management LP CENTRAL INDEX KEY: 0001544773 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39635 FILM NUMBER: 221463829 BUSINESS ADDRESS: STREET 1: 1370 AVENUE OF THE AMERICAS STREET 2: SUITE 3301 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212.660-8062 MAIL ADDRESS: STREET 1: 1370 AVENUE OF THE AMERICAS STREET 2: SUITE 3301 CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Consonance Capman GP, LLC CENTRAL INDEX KEY: 0001620428 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39635 FILM NUMBER: 221463828 BUSINESS ADDRESS: STREET 1: 1370 AVENUE OF AMERICA STREET 2: SUITE 3301 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212.660.8077 MAIL ADDRESS: STREET 1: 1370 AVENUE OF AMERICA STREET 2: SUITE 3301 CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Soffer Benny CENTRAL INDEX KEY: 0001829318 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39635 FILM NUMBER: 221463831 MAIL ADDRESS: STREET 1: C/O CONSONANCE-HFW STREET 2: 1 PALMER SQUARE SUITE 305 CITY: PRINCETON STATE: NJ ZIP: 08540 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Consonance Life Sciences CENTRAL INDEX KEY: 0001824774 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39635 FILM NUMBER: 221463827 BUSINESS ADDRESS: STREET 1: 11 WESTCOTT ROAD CITY: PRINCETON STATE: NJ ZIP: 08540 BUSINESS PHONE: 650-477-8183 MAIL ADDRESS: STREET 1: 11 WESTCOTT ROAD CITY: PRINCETON STATE: NJ ZIP: 08540 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Livingston Kevin Harold CENTRAL INDEX KEY: 0001828234 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39635 FILM NUMBER: 221463830 MAIL ADDRESS: STREET 1: C/O CONSONANCE-HWF ACQUISITION CORP STREET 2: 1 PALMER SQUARE SUITE 305 CITY: PRINCETON STATE: NJ ZIP: 08540 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Surrozen, Inc./DE CENTRAL INDEX KEY: 0001824893 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 981556622 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 171 OYSTER POINT BLVD STREET 2: SUITE 400 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-475-2820 MAIL ADDRESS: STREET 1: 171 OYSTER POINT BLVD STREET 2: SUITE 400 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: Consonance-HFW Acquisition Corp. DATE OF NAME CHANGE: 20200915 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-12-14 1 0001824893 Surrozen, Inc./DE SRZN 0001097955 BLUTT MITCHELL J MD 1370 AVENUE OF THE AMERICAS SUITE 3301 NEW YORK NY 10019 0 0 1 0 0001829318 Soffer Benny C/O CONSONANCE-HFW ACQUISITION CORP., 1 PALMER SQUARE, SUITE 305 PRINCETON NJ 08540 0 0 1 0 0001828234 Livingston Kevin Harold C/O CONSONANCE-HFW ACQUISITION CORP., 1 PALMER SQUARE, SUITE 305 PRINCETON NJ 08540 0 0 1 0 0001544773 Consonance Capital Management LP 1370 AVENUE OF THE AMERICAS SUITE 3301 NEW YORK NY 10019 0 0 1 0 0001620428 Consonance Capman GP, LLC 1370 AVENUE OF THE AMERICAS SUITE 3301 NEW YORK NY 10019 0 0 1 0 0001824774 Consonance Life Sciences 1370 AVENUE OF THE AMERICAS SUITE 3301 NEW YORK NY 10019 0 0 1 0 Common Stock 2022-12-14 4 S 0 1748750 D 0 I By Consonance Capital Master Account LP Common Stock 2022-12-14 4 S 0 1297922 D 0 I By Consonance Capital Opportunity Master Fund, LP Common Stock 2022-12-14 4 S 0 450827 D 0 I By Managed Account Common Stock 2022-12-14 4 S 0 1885000 D 0 I By Consonance Life Sciences, LLC Warrants (right to buy) 11.50 2022-12-14 4 S 0 582916 D Common Stock 582916 0 I By Consonance Capital Master Account LP Warrants (right to buy) 11.50 2022-12-14 4 S 0 432639 D Common Stock 432639 0 I By Consonance Capital Opportunity Master Fund, LP Warrants (right to buy) 11.50 2022-12-14 4 S 0 150275 D Common Stock 150275 0 I By Managed Account Warrants (right to buy) 11.50 2022-12-14 4 S 0 144666 D Common Stock 144666 0 I By Consonance Life Sciences, LLC On December 12, 2022, Consonance Capital Master Account LP (the "Master Account"), Consonance Capital Opportunity Master Fund, LP ("Consonance Opportunity Master"), a certain managed account (the "Managed Account"), Consonance Life Sciences, LLC ("Consonance Life Sciences"), and Surrozen, Inc. (the "Issuer") entered into a Securities Purchase Agreement (the "Purchase Agreement"). Pursuant to the Purchase Agreement, Master Account agreed to sell to the Issuer 1,748,750 shares of common stock of the Issuer and warrants to purchase 582,916 shares of common stock of the Issuer for an aggregate purchase price of $874,375. Each warrant entitles the holder thereof to purchase one share of common stock of the Issuer at a price of $11.50 per share, subject to adjustment. The warrants are currently exercisable and will expire at the earlier of August 12, 2026, or upon redemption or liquidation. Consonance Capital Management LP ("Consonance Management") was an indirect beneficial owner of the securities reported herein that were held by the Master Account. Consonance Management is the investment adviser of the Master Account, and pursuant to an investment advisory agreement, Consonance Management exercises voting and investment power over the securities of the Issuer held by the Master Account. Consonance Capman GP LLC ("Capman") is the general partner of Consonance Management. Consonance Management receives an asset-based fee, but has no pecuniary interest. (Continued from Footnote 2) Mitchell Blutt is the manager and member of Capman and has a pecuniary interest in the securities held by the Master Account as the manager and member of the general partner of the Master Account and thereby is entitled to a portion of the profits allocation. Each of Dr. Blutt, Consonance Management and Capman disclaims beneficial ownership of the securities that were held by the Master Account except to the extent of their pecuniary interest therein. Pursuant to the Purchase Agreement, Consonance Opportunity Master agreed to sell to the Issuer 1,297,922 shares of common stock of the Issuer and warrants to purchase 432,639 shares of common stock of the Issuer for an aggregate purchase price of $648,961. Each warrant entitles the holder thereof to purchase one share of common stock of the Issuer at a price of $11.50 per share, subject to adjustment. The warrants are currently exercisable and will expire at the earlier of August 12, 2026, or upon redemption or liquidation. Consonance Management was an indirect beneficial owner of the securities reported herein that were held by Consonance Opportunity Master. Consonance Management is the investment adviser of Consonance Opportunity Master, and pursuant to an investment advisory agreement, Consonance Management exercises voting and investment power over the securities of the Issuer held by Consonance Opportunity Master. Capman is the general partner of Consonance Management. (Continued from Footnote 5) Consonance Management receives an asset-based fee, but has no pecuniary interest. Mitchell Blutt is the manager and member of Capman and has a pecuniary interest in the securities held by Consonance Opportunity Master as the manager and member of the general partner of Consonance Opportunity Master and thereby is entitled to a portion of the profits allocation. Each of Dr. Blutt, Consonance Management and Capman disclaims beneficial ownership of the securities that were held by Consonance Opportunity Master except to the extent of their pecuniary interest therein. Pursuant to the Purchase Agreement, the Managed Account agreed to sell to the Issuer 450,827 shares of common stock of the Issuer and warrants to purchase 150,275 shares of common stock of the Issuer for an aggregate purchase price of $225,413.50. Each warrant entitles the holder thereof to purchase one share of common stock of the Issuer at a price of $11.50 per share, subject to adjustment. The warrants are currently exercisable and will expire at the earlier of August 12, 2026, or upon redemption or liquidation. Consonance Management was an indirect beneficial owner of the securities reported herein that were held by the Managed Account. Consonance Management is the investment adviser of the Managed Account and exercises voting and investment power over the securities of the Issuer held by the Managed Account. Capman is the general partner of Consonance Management. Consonance Management receives an asset-based fee, but has no pecuniary interest. Mitchell Blutt is the manager and member of Capman. Each of Dr. Blutt, Consonance Management and Capman disclaims beneficial ownership of the securities that were held by the Managed Account except to the extent of their pecuniary interest therein. Pursuant to the Purchase Agreement, Consonance Life Sciences agreed to sell to the Issuer 1,885,000 shares of common stock of the Issuer and warrants to purchase 144,666 shares of common stock of the Issuer for an aggregate purchase price of $942,500. Each warrant entitles the holder thereof to purchase one share of common stock of the Issuer at a price of $11.50 per share, subject to adjustment. The warrants are currently exercisable and will expire at the earlier of August 12, 2026, or upon redemption or liquidation. Consonance Life Sciences is governed by a board of managers consisting of Mitchell J. Blutt, Benny Soffer and Kevin Livingston. As such, Mitchell J. Blutt, Benny Soffer and Kevin Livingston may be deemed to have voting and investment discretion over the securities held by Consonance Life Sciences and may be deemed to have shared beneficial ownership of such securities. Each of Mitchell J. Blutt, Benny Soffer and Kevin Livingston disclaims beneficial ownership of the securities that were held by Consonance Life Sciences except to the extent of their pecuniary interest therein. The Master Account, Consonance Opportunity Master and the Managed Account in the aggregate own the majority of the unit interests in Consonance Life Sciences. CONSONANCE CAPITAL MANAGEMENT LP, By: Consonance Capman GP LLC, its general partner, Name: /s/ Mitchell Blutt, Title: Manager and Member 2022-12-15 CONSONANCE CAPMAN GP, LLC, Name: /s/ Mitchell Blutt, Title: Manager and Member 2022-12-15 CONSONANCE LIFE SCIENCES, LLC, Name: /s/ Benny Soffer, Title: Manager 2022-12-15 MITCHELL BLUTT, Name: /s/ Mitchell Blutt 2022-12-15 BENNY SOFFER, Name: /s/ Benny Soffer 2022-12-15 KEVIN LIVINGSTON, Name: /s/ Kevin Livingston 2022-12-15 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT

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                                                                 Exhibit 99.1

                       Form 4 Joint Filer Information


Name:                                Consonance Capital Management LP


Address:                             1370 Avenue of the Americas
                                     Suite 3301
                                     New York, NY 10019


Date of Event Requiring Statement:   12/14/2022



Name:                                Consonance Capman GP, LLC


Address:                             1370 Avenue of the Americas
                                     Suite 3301
                                     New York, NY 10019


Date of Event Requiring Statement:   12/14/2022



Name:                                Consonance Life Sciences, LLC


Address:                             1370 Avenue of the Americas
                                     Suite 3301
                                     New York, NY 10019


Date of Event Requiring Statement:   12/14/2022



Name:                                Benny Soffer


Address:                             1370 Avenue of the Americas
                                     Suite 3301
                                     New York, NY 10019


Date of Event Requiring Statement:   12/14/2022



Name:                                Kevin Livingston


Address:                             1370 Avenue of the Americas
                                     Suite 3301
                                     New York, NY 10019


Date of Event Requiring Statement:   12/14/2022