0000899243-19-014466.txt : 20190523
0000899243-19-014466.hdr.sgml : 20190523
20190523083200
ACCESSION NUMBER: 0000899243-19-014466
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190521
FILED AS OF DATE: 20190523
DATE AS OF CHANGE: 20190523
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PERCEPTIVE ADVISORS LLC
CENTRAL INDEX KEY: 0001224962
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36728
FILM NUMBER: 19848022
BUSINESS ADDRESS:
STREET 1: 51 ASTOR PLACE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10003
BUSINESS PHONE: 646-205-5300
MAIL ADDRESS:
STREET 1: 51 ASTOR PLACE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10003
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PERCEPTIVE LIFE SCIENCES MASTER FUND LTD
CENTRAL INDEX KEY: 0001249675
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36728
FILM NUMBER: 19848023
BUSINESS ADDRESS:
STREET 1: C/O PERCEPTIVE ADVISORS LLC
STREET 2: 51 ASTOR PLACE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10003
BUSINESS PHONE: 646-205-5340
MAIL ADDRESS:
STREET 1: C/O PERCEPTIVE ADVISORS LLC
STREET 2: 51 ASTOR PLACE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10003
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: EDELMAN JOSEPH
CENTRAL INDEX KEY: 0001164426
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36728
FILM NUMBER: 19848024
MAIL ADDRESS:
STREET 1: C/O PERCEPTIVE ADVISORS LLC
STREET 2: 51 ASTOR PLACE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10003
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ADMA BIOLOGICS, INC.
CENTRAL INDEX KEY: 0001368514
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 562590442
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: C/O ADMA BIOLOGICS, INC.
STREET 2: 465 STATE ROUTE 17
CITY: RAMSEY
STATE: NJ
ZIP: 07446
BUSINESS PHONE: (201) 478-5552
MAIL ADDRESS:
STREET 1: C/O ADMA BIOLOGICS, INC.
STREET 2: 465 STATE ROUTE 17
CITY: RAMSEY
STATE: NJ
ZIP: 07446
FORMER COMPANY:
FORMER CONFORMED NAME: R&R ACQUISITION VI, INC
DATE OF NAME CHANGE: 20060707
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-05-21
0
0001368514
ADMA BIOLOGICS, INC.
ADMA
0001224962
PERCEPTIVE ADVISORS LLC
51 ASTOR PLACE, 10TH FLOOR
NEW YORK
NY
10003
0
0
1
0
0001249675
PERCEPTIVE LIFE SCIENCES MASTER FUND LTD
C/O PERCEPTIVE ADVISORS LLC
51 ASTOR PLACE, 10TH FLOOR
NEW YORK
NY
10003
0
0
1
0
0001164426
EDELMAN JOSEPH
C/O PERCEPTIVE ADVISORS LLC
51 ASTOR PLACE, 10TH FLOOR
NEW YORK
NY
10003
0
0
1
0
Common Stock
2019-05-21
4
P
0
4000000
4.00
A
11521102
I
See Footnote
Warrants (right to buy)
3.2775
2019-02-11
4
P
0
1360000
A
2019-02-11
2029-02-11
Common Stock
1360000
1360000
I
See Footnote
Warrants (right to buy)
4.64
2019-05-03
4
P
0
250000
A
2019-05-03
2029-05-03
Common Stock
250000
250000
I
See Footnote
The securities are directly held by Perceptive Life Sciences Master Fund Ltd. (the "Master Fund"). Perceptive Advisors LLC (the "Advisor") serves as the investment manager of Master Fund. Joseph Edelman is the managing member of the Advisor. Each of Mr. Edelman and the Advisor disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his/its indirect pecuniary interest therein, and this report shall not be deemed an admission that either Mr. Edelman or the Advisor is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.
The exercise price is a per share dollar amount equal to (i) $2.85 multiplied by (ii) 1.15, subject to adjustment in certain circumstances set forth in the warrant agreement (the "Warrant Agreement").
The Warrants cannot be exercised to the extent that, after giving effect to such exercise, Perceptive Credit Holdings II, L.P. (the "Credit Fund"), together with its Affiliates (as defined in the terms of the Warrant Agreement) would beneficially own in excess of 9.99% of the Issuer's voting shares. Accordingly, the Warrants cannot currently be exercised.
The Warrants were acquired from the Issuer in connection with the Issuer's credit facility with the Credit Fund.
The securities are directly held by the Credit Fund. Mr. Edelman is the control person of the general partner of the Credit Fund. Each of Mr. Edelman and the Advisor disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his/its indirect pecuniary interest therein, and this report shall not be deemed an admission that either Mr. Edelman or the Advisor is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.
/s/ Perceptive Life Sciences Master Fund Ltd., By: Perceptive Advisors LLC, its investment manager By: Joseph Edelman, its managing member
2019-05-23
/s/ Perceptive Advisors LLC, By: Joseph Edelman, its managing member
2019-05-23
/s/ Joseph Edelman
2019-05-23