0001251769-19-000072.txt : 20190814
0001251769-19-000072.hdr.sgml : 20190814
20190814203643
ACCESSION NUMBER: 0001251769-19-000072
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190812
FILED AS OF DATE: 20190814
DATE AS OF CHANGE: 20190814
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: McGaughy R Kent Jr
CENTRAL INDEX KEY: 0001402856
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35706
FILM NUMBER: 191028223
MAIL ADDRESS:
STREET 1: 500 CRESCENT COURT
STREET 2: SUITE 250
CITY: DALLAS
STATE: TX
ZIP: 75201
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Apollo Endosurgery, Inc.
CENTRAL INDEX KEY: 0001251769
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
IRS NUMBER: 161630142
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1120 SOUTH CAPITAL OF TX HWY
STREET 2: BUILDING 1 SUITE 300
CITY: AUSTIN
STATE: TX
ZIP: 78746
BUSINESS PHONE: 512-279-5100
MAIL ADDRESS:
STREET 1: 1120 SOUTH CAPITAL OF TX HWY
STREET 2: BUILDING 1 SUITE 300
CITY: AUSTIN
STATE: TX
ZIP: 78746
FORMER COMPANY:
FORMER CONFORMED NAME: LPATH, INC
DATE OF NAME CHANGE: 20060316
FORMER COMPANY:
FORMER CONFORMED NAME: LPATH INC
DATE OF NAME CHANGE: 20051202
FORMER COMPANY:
FORMER CONFORMED NAME: NEIGHBORHOOD CONNECTIONS INC
DATE OF NAME CHANGE: 20040323
4
1
wf-form4_156582938729360.xml
FORM 4
X0306
4
2019-08-12
0
0001251769
Apollo Endosurgery, Inc.
APEN
0001402856
McGaughy R Kent Jr
C/O CPMG, INC.
2000 MCKINNEY, SUITE 2125
DALLAS
TX
75201
1
0
1
0
6.0% Convertible Debentures due 2024
3.25
2019-08-12
4
P
0
462500
462500
A
2019-08-12
2024-08-12
Common Sock
142308.0
462500
I
By Curlew Fund, LP
6.0% Convertible Debentures due 2024
3.25
2019-08-12
4
P
0
1850000
1850000
A
2019-08-12
2024-08-12
Common Sock
569231.0
1850000
I
By Killdeer Fund, LP
6.0% Convertible Debentures due 2024
3.25
2019-08-12
4
P
0
4625000
4625000
A
2019-08-12
2024-08-12
Common Sock
1423077.0
4625000
I
By Roadrunner Fund, LP
Pursuant to a securities purchase agreement (the "Purchase Agreement"), dated as of August 7, 2019, the Issuer issued and sold $20.0 million aggregate principal amount of 6.0% Convertible Debentures (the "Notes") to certain purchasers. The Notes are initially convertible into shares of the Issuer's common stock, par value $0.001 per share, subject to certain adjustments.
Interest on the Notes is payable semi-annually in shares of the Issuer's common stock on January 1 and July 1 of each year, beginning on January 1, 2020, at a rate of 6.00% per year and based on the average volume-weighted average price, or VWAP, of the Issuer's common stock for the 10 consecutive trading days immediately preceding the applicable interest payment date. However, interest will be paid in-kind on such interest payments dates if (i) the average VWAP of the Issuer's common stock for the 10 consecutive trading days immediately preceding such interest payment date is less than $2.50 per share, or (ii) the Issuer fails to satisfy certain common stock delivery obligations upon conversion of the Notes.
CPMG, Inc. and the Managing Directors of CPMG, Inc. have shared voting and investment control over the securities owned by each Curlew Fund, LP, Killdeer Fund, LP, and Roadrunner Fund, LP (each, a "Fund"). The Reporting Person is a Managing Director of each Fund. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
/s/ Brian Szymczak - Attorney-in-Fact
2019-08-14