0000903423-19-000225.txt : 20190520 0000903423-19-000225.hdr.sgml : 20190520 20190520212517 ACCESSION NUMBER: 0000903423-19-000225 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190516 FILED AS OF DATE: 20190520 DATE AS OF CHANGE: 20190520 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VIKING GLOBAL INVESTORS LP CENTRAL INDEX KEY: 0001103804 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38667 FILM NUMBER: 19840658 BUSINESS ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 212-672-7050 MAIL ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Viking Global Opportunities Illiquid Investments Sub-Master LP CENTRAL INDEX KEY: 0001629482 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38667 FILM NUMBER: 19840659 BUSINESS ADDRESS: STREET 1: MORGAN STANLEY SERVICES (CAYMAN) STREET 2: CRICKET SQ., HUTCHINS DR., P.O. BOX 2681 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1111 BUSINESS PHONE: 441-295-9166 MAIL ADDRESS: STREET 1: MORGAN STANLEY SERVICES (CAYMAN) STREET 2: CRICKET SQ., HUTCHINS DR., P.O. BOX 2681 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1111 FORMER NAME: FORMER CONFORMED NAME: VGO Illiquid Investments Sub-Master LP DATE OF NAME CHANGE: 20141230 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Viking Global Opportunities Portfolio GP LLC CENTRAL INDEX KEY: 0001629472 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38667 FILM NUMBER: 19840660 BUSINESS ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-863-5000 MAIL ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 FORMER NAME: FORMER CONFORMED NAME: VGO Portfolio GP LLC DATE OF NAME CHANGE: 20141230 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Viking Global Opportunities GP LLC CENTRAL INDEX KEY: 0001629476 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38667 FILM NUMBER: 19840661 BUSINESS ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-863-5000 MAIL ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HALVORSEN OLE ANDREAS CENTRAL INDEX KEY: 0001133006 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38667 FILM NUMBER: 19840662 MAIL ADDRESS: STREET 1: C/O VIKING GLOBAL INVESTORS LP STREET 2: 280 PARK AVE 35TH CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ott David C. CENTRAL INDEX KEY: 0001621842 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38667 FILM NUMBER: 19840663 MAIL ADDRESS: STREET 1: C/O VIKING GLOBAL INVESTORS LP STREET 2: 280 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Shabet Rose Sharon CENTRAL INDEX KEY: 0001711393 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38667 FILM NUMBER: 19840664 MAIL ADDRESS: STREET 1: C/O VIKING GLOBAL INVESTORS LP STREET 2: 280 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Urovant Sciences Ltd. CENTRAL INDEX KEY: 0001740547 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 5151 CALIFORNIA AVENUE STREET 2: SUITE 250 CITY: IRVINE STATE: CA ZIP: 92617 BUSINESS PHONE: 949-226-6029 MAIL ADDRESS: STREET 1: 5151 CALIFORNIA AVENUE STREET 2: SUITE 250 CITY: IRVINE STATE: CA ZIP: 92617 4 1 vikingf4axon.xml OWNERSHIP DOCUMENT X0306 4 2019-05-16 0 0001740547 Urovant Sciences Ltd. UROV 0001103804 VIKING GLOBAL INVESTORS LP 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001629482 Viking Global Opportunities Illiquid Investments Sub-Master LP 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001629472 Viking Global Opportunities Portfolio GP LLC 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001629476 Viking Global Opportunities GP LLC 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001133006 HALVORSEN OLE ANDREAS 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001621842 Ott David C. 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001711393 Shabet Rose Sharon 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 Common Shares, par value $0.000037453 per share 2019-05-16 4 P 0 5408 6.7896 A 22709077 I See Footnotes Common Shares, par value $0.000037453 per share 2019-05-17 4 P 0 6200 7.3615 A 22715277 I See Footnotes Common Shares, par value $0.000037453 per share 2019-05-20 4 P 0 8285 7.9833 A 22723562 I See Footnotes Common Shares, par value $0.000037453 per share 2019-05-20 4 P 0 1715 8.3867 A 22725277 I See Footnotes The transaction was a series of open market purchases made in accordance with the safe harbor of Rule 10b-18 under the Securities Exchange Act of 1934, as amended. The price reported in Column 4 is a weighted average price. These Common Shares were purchased in multiple transactions at prices ranging from $6.70 to $6.93, inclusive. The reporting person undertakes to provide to Urovant Sciences Ltd. ("Urovant"), any security holder of Urovant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares purchased at each separate price within the range set forth in this footnote (2) to this Form 4. The price reported in Column 4 is a weighted average price. These Common Shares were purchased in multiple transactions at prices ranging from $7.03 to $7.85, inclusive. The reporting person undertakes to provide to Urovant, any security holder of Urovant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares purchased at each separate price within the range set forth in this footnote (3) to this Form 4. The price reported in Column 4 is a weighted average price. These Common Shares were purchased in multiple transactions at prices ranging from $7.35 to $8.35, inclusive. The reporting person undertakes to provide to Urovant, any security holder of Urovant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares purchased at each separate price within the range set forth in this footnote (4) to this Form 4. The price reported in Column 4 is a weighted average price. These Common Shares were purchased in multiple transactions at prices ranging from $8.36 to $8.47, inclusive. The reporting person undertakes to provide to Urovant, any security holder of Urovant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares purchased at each separate price within the range set forth in this footnote (5) to this Form 4. The Reporting Persons do not directly own any shares of common stock (the "Common Shares") of Urovant. The Reporting Persons acquired Roivant Sciences Ltd. ("Roivant") common shares (the "Roivant Common Shares") on December 8, 2015. Roivant directly holds the 22,725,277 Common Shares reported herein. Due to certain governance arrangements set forth in Roivant's by-laws, as of the appointment of an independent director (within the meaning of that term under Roivant's by-laws) to Roivant's board of directors effective July 8, 2016, the Reporting Persons may be deemed to have beneficial ownership over the Common Shares held by Roivant. O. Andreas Halvorsen, David C. Ott and Rose S. Shabet are Executive Committee members of certain management entities, including Viking Global Partners LLC, the general partner of Viking Global Investors LP ("VGI"), Viking Global Performance LLC ("VGP"), Viking Long Fund GP LLC ("VLFGP") and Viking Global Opportunities GP LLC ("Opportunities GP"), the sole owner of Viking Global Opportunities Portfolio GP LLC ("Opportunities Portfolio GP"). VGI provides managerial services to various investment funds, including Viking Global Equities LP ("VGE"), Viking Global Equities II LP ("VGE II"), VGE III Portfolio Ltd. ("VGE III"), Viking Global Equities Master Ltd. ("VGEM"), Viking Long Fund Master Ltd. ("VLFM") and Viking Global Opportunities Illiquid Investments Sub-Master LP ("Opportunities Fund", and together with VGE, VGE II, VGE III, VGEM and VLFM, the "Funds" and the Funds together with VGI, VGP, VLFGP, Opportunities GP, Opportunities Portfolio GP, O. Andreas Halvorsen, David C. Ott and Rose S. Shabet, the "Reporting Persons"). VGP is the general partner of VGE and VGE II and the investment manager of VGE III and VGEM. VLFGP serves as the investment manager of VLFM. Opportunities GP serves as the sole member of Opportunities Portfolio GP. Opportunities Portfolio GP serves as the general partner of Opportunities Fund. The Reporting Persons disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. (10) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. (11) Each of O. Andreas Halvorsen, David C. Ott and Rose S. Shabet is signing individually and as an Executive Committee Member of VIKING GLOBAL PARTNERS LLC, on behalf of VIKING GLOBAL INVESTORS LP, and as an Executive Committee Member of VIKING GLOBAL OPPORTUNITIES GP LLC, on behalf of itself and VIKING GLOBAL OPPORTUNITIES PORTFOLIO GP LLC and VIKING GLOBAL OPPORTUNITIES ILLIQUID INVESTMENTS SUB-MASTER LP. (12) Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, VGP, VGE, VGE II, VGE III, VGEM, VLFGP and VLFM have jointly filed with the Reporting Persons on a separate Form 4 filing submitted on the same day hereof. /s/ O. ANDREAS HALVORSEN (10)(11) 2019-05-20 /s/ DAVID C. OTT (10)(11) 2019-05-20 /s/ ROSE SHABET (10)(11) 2019-05-20