0000899243-18-021566.txt : 20180807
0000899243-18-021566.hdr.sgml : 20180807
20180807170033
ACCESSION NUMBER: 0000899243-18-021566
CONFORMED SUBMISSION TYPE: 3/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180807
FILED AS OF DATE: 20180807
DATE AS OF CHANGE: 20180807
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Broadfin Capital, LLC
CENTRAL INDEX KEY: 0001511901
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-31361
FILM NUMBER: 18998877
BUSINESS ADDRESS:
STREET 1: 300 PARK AVENUE, 25TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-808-2463
MAIL ADDRESS:
STREET 1: 300 PARK AVENUE, 25TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Broadfin Healthcare Master Fund Ltd
CENTRAL INDEX KEY: 0001511900
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-31361
FILM NUMBER: 18998878
BUSINESS ADDRESS:
STREET 1: C/O 20 GENESIS CLOSE
STREET 2: ANSBACHER HOUSE, 2ND FLOOR, PO BOX 1344
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1108
BUSINESS PHONE: 212-808-2460
MAIL ADDRESS:
STREET 1: C/O 20 GENESIS CLOSE
STREET 2: ANSBACHER HOUSE, 2ND FLOOR, PO BOX 1344
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1108
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KOTLER KEVIN
CENTRAL INDEX KEY: 0001601692
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-31361
FILM NUMBER: 18998879
MAIL ADDRESS:
STREET 1: C/O BROADFIN CAPITAL, LLC
STREET 2: 300 PARK AVENUE, 25TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BIODELIVERY SCIENCES INTERNATIONAL INC
CENTRAL INDEX KEY: 0001103021
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 352089858
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4131 PARKLAKE AVENUE
STREET 2: SUITE 225
CITY: RALEIGH
STATE: NC
ZIP: 27612
BUSINESS PHONE: 919 582 9050
MAIL ADDRESS:
STREET 1: 4131 PARKLAKE AVENUE
STREET 2: SUITE 225
CITY: RALEIGH
STATE: NC
ZIP: 27612
FORMER COMPANY:
FORMER CONFORMED NAME: MAS ACQUISITION XXIII CORP
DATE OF NAME CHANGE: 20000111
3/A
1
doc3a.xml
FORM 3/A SUBMISSION
X0206
3/A
2018-08-07
2018-05-23
0
0001103021
BIODELIVERY SCIENCES INTERNATIONAL INC
BDSI
0001601692
KOTLER KEVIN
C/O BROADFIN CAPITAL, LLC
300 PARK AVENUE, 25TH FLOOR
NEW YORK
NY
10022
1
0
0
0
0001511900
Broadfin Healthcare Master Fund Ltd
20 GENESIS CLOSE ANSBACHER HOUSE,
SECOND FLOOR, P.O. BOX 1344
GRAND CAYMAN KY1-1108
E9
CAYMAN ISLANDS
1
0
0
0
0001511901
Broadfin Capital, LLC
300 PARK AVENUE, 25TH FLOOR
NEW YORK
NY
10022
1
0
0
0
Series B Convertible Preferred Stock
1.80
Common Stock
12222223
I
See Footnote
The Common Stock and Series B Non-Voting Convertible Stock ("Series B") are held in the account of Broadfin Healthcare Master Fund, Ltd., a private investment fund managed by Broadfin Capital, LLC, and may be deemed to be beneficially owned by Kevin Kotler, managing member of Broadfin Capital, LLC. Kevin Kotler affirmatively (i) disclaims beneficial ownership of the reportable securities, (ii) states that this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 ("Section 16") of the Securities Exchange Act of 1934, as amended (the "Act") or any other purpose, except to the extent of his pecuniary interest therein, and (iii) disclaims being a "group" for purposes of Section 16.
Series B were issued in connection with an offering on May 17, 2018 (the "Offering"), pursuant to a definitive securities purchase agreement with certain institutional and accredited investors, including existing stockholders of the Company.
Series B may (i) only be converted after Shareholder Approval is granted, and (ii) not be converted if, after such conversion, the Reporting Person would beneficially own, as determined in accordance with Section 13(d) of the Act, more than 9.98% of the Common Stock outstanding immediately after giving effect to such conversion. Series B does not have an expiration date, but the issuer may force conversion of the Series B, subject to certain limitations.
The original Form 3 filed on May 23, 2018 is amended by this Form 3/A to reflect that the shareholders of the Company approved the increase of the Company's authorized number of shares issued and outstanding and that the Series B shares are now convertible. No other changes have been made to the original Form 3.
No securities are beneficially owned.
BROADFIN CAPITAL, LLC, By: /s/ Kevin Kotler, Managing Member
2018-08-07
/s/ Kevin Kotler
2018-08-07
BROADFIN HEALTHCARE MASTERFUND, LTD., By: /s/ Kevin Kotler, Director
2018-08-07