0000919574-23-001766.txt : 20230217 0000919574-23-001766.hdr.sgml : 20230217 20230217133417 ACCESSION NUMBER: 0000919574-23-001766 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230208 FILED AS OF DATE: 20230217 DATE AS OF CHANGE: 20230217 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Roystone Capital Management LP CENTRAL INDEX KEY: 0001582271 STATE OF INCORPORATION: DE FISCAL YEAR END: 1213 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38740 FILM NUMBER: 23641606 BUSINESS ADDRESS: STREET 1: 780 THIRD AVENUE, 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-326-6010 MAIL ADDRESS: STREET 1: 780 THIRD AVENUE, 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Roystone Capital Holdings LLC CENTRAL INDEX KEY: 0001966081 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38740 FILM NUMBER: 23641605 BUSINESS ADDRESS: STREET 1: 767 THIRD AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-326-6030 MAIL ADDRESS: STREET 1: 767 THIRD AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Barrera Richard R CENTRAL INDEX KEY: 0001773204 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38740 FILM NUMBER: 23641604 MAIL ADDRESS: STREET 1: 767 THIRD AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VAPOTHERM INC CENTRAL INDEX KEY: 0001253176 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 462259298 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 DOMAIN DRIVE CITY: EXETER STATE: NH ZIP: 03833 BUSINESS PHONE: 603-658-0411 MAIL ADDRESS: STREET 1: 100 DOMAIN DRIVE CITY: EXETER STATE: NH ZIP: 03833 3 1 ownership.xml X0206 3 2023-02-08 0 0001253176 VAPOTHERM INC VAPO 0001582271 Roystone Capital Management LP 767 THIRD AVENUE 29TH FLOOR NEW YORK NY 10017 0 0 1 0 0001966081 Roystone Capital Holdings LLC 767 THIRD AVENUE 29TH FLOOR NEW YORK NY 10017 0 0 1 0 0001773204 Barrera Richard R 767 THIRD AVENUE 29TH FLOOR NEW YORK NY 10017 0 0 1 0 Common Stock, $0.001 par value per share 2380952 I See Footnote Common Stock, $0.001 par value per share 418591 I See Footnote Warrant 1.17 2023-02-10 2028-02-10 Common Stock, $0.001 par value per share 2380952 I See Footnote The reported securities and warrants are owned directly by Guines LLC ("Guines") and may be deemed to be indirectly beneficially owned by (i) Roystone Capital Management LP ("Roystone"), the investment adviser to Guines (ii) Roystone Capital Holdings LLC ("Holdings"), the general partner of Roystone and (iii) Richard Barrera, the managing member of Holdings. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. The reported securities are owned directly by Roystone Capital Master Fund Ltd. (the "Master Fund") and may be deemed to be indirectly beneficially owned by (i) Roystone, the investment adviser to the Master Fund (ii) Holdings, the general partner of Roystone and (iii) Richard Barrera, the managing member of Holdings. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. The reported warrants are each exercisable for one share of Common Stock, $0.001 par value per share. The foregoing description of the warrants does not purport to be complete and is subject to and qualified in its entirety by reference to the Form of Warrant, incorporated as Exhibit 4.2 to the Issuer's 8-K filed on February 8, 2023, which is incorporated by reference. Roystone Capital Management LP By: Roystone Capital Holdings LLC, its general partner By: /s/ Laura Roche 2023-02-17 Roystone Capital Holdings LLC, By: /s/ Richard Barrera, Managing Member 2023-02-17 By: /s/ Richard Barrera 2023-02-17