0000905148-17-000608.txt : 20170621 0000905148-17-000608.hdr.sgml : 20170621 20170621151143 ACCESSION NUMBER: 0000905148-17-000608 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170619 FILED AS OF DATE: 20170621 DATE AS OF CHANGE: 20170621 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Athenex, Inc. CENTRAL INDEX KEY: 0001300699 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 431985966 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1001 MAIN STREET STREET 2: SUITE 600 CITY: BUFFALO STATE: NY ZIP: 14203 BUSINESS PHONE: 716-898-8625 MAIL ADDRESS: STREET 1: 1001 MAIN STREET STREET 2: SUITE 600 CITY: BUFFALO STATE: NY ZIP: 14203 FORMER COMPANY: FORMER CONFORMED NAME: Kinex Pharmaceuticals, Inc. DATE OF NAME CHANGE: 20131223 FORMER COMPANY: FORMER CONFORMED NAME: Kinex Pharmaceuticals LLC DATE OF NAME CHANGE: 20040817 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mui Bing How Tammy CENTRAL INDEX KEY: 0001709117 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38112 FILM NUMBER: 17922743 MAIL ADDRESS: STREET 1: C/O ATHENEX, INC. 1001 MAIN STREET STREET 2: SUITE 600 CITY: BUFFALO STATE: NY ZIP: 14203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Beansprouts Ltd CENTRAL INDEX KEY: 0001709077 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38112 FILM NUMBER: 17922744 BUSINESS ADDRESS: STREET 1: NEWHAVEN TRUSTEES (BVI) LTD., 3RD FLOOR STREET 2: J&C BUILDING, P.O. BOX 933, ROAD TOWN CITY: TORTOLA STATE: D8 ZIP: VG1110 BUSINESS PHONE: 852-2526 0668 MAIL ADDRESS: STREET 1: NEWHAVEN TRUSTEES (BVI) LTD., 3RD FLOOR STREET 2: J&C BUILDING, P.O. BOX 933, ROAD TOWN CITY: TORTOLA STATE: D8 ZIP: VG1110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mandra Medical Ltd CENTRAL INDEX KEY: 0001709068 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38112 FILM NUMBER: 17922745 BUSINESS ADDRESS: STREET 1: NEWHAVEN TRUSTEES (BVI) LTD., 3RD FLOOR STREET 2: J&C BUILDING, P.O. BOX 933, ROAD TOWN CITY: TORTOLA STATE: D8 ZIP: VG1110 BUSINESS PHONE: 852-2526 0668 MAIL ADDRESS: STREET 1: NEWHAVEN TRUSTEES (BVI) LTD., 3RD FLOOR STREET 2: J&C BUILDING, P.O. BOX 933, ROAD TOWN CITY: TORTOLA STATE: D8 ZIP: VG1110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Zhang Song-Yi CENTRAL INDEX KEY: 0001290865 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38112 FILM NUMBER: 17922746 MAIL ADDRESS: STREET 1: C/O MORGAN STANLEY STREET 2: 27/F, THREE EXCHANGE SQUARE, CENTRAL CITY: HONG KONG STATE: K3 ZIP: - 4 1 form4.xml X0306 4 2017-06-19 0001300699 Athenex, Inc. ATNX 0001290865 Zhang Song-Yi C/O ATHENEX, INC., 1001 MAIN STREET, SUITE 600 BUFFALO NY 14203 true true 0001709068 Mandra Medical Ltd NEWHAVEN TRUSTEES (BVI) LTD., 3RD FLOOR J&C BUILDING, P.O. BOX 933, ROAD TOWN TORTOLA D8 VG1110 VIRGIN ISLANDS, BRITISH true 0001709077 Beansprouts Ltd NEWHAVEN TRUSTEES (BVI) LTD., 3RD FLOOR J&C BUILDING, P.O. BOX 933, ROAD TOWN TORTOLA D8 VG1110 VIRGIN ISLANDS, BRITISH true 0001709117 Mui Bing How Tammy C/O ATHENEX, INC. 1001 MAIN STREET SUITE 600 BUFFALO NY 14203 true Common Stock 2017-06-19 4 C 0 227273 0 A 6657881 I By Mandra Medical Limited Common Stock 2017-06-19 4 P 0 146819 11 A 6804700 I By Mandra Medical Limited Common Stock 2017-06-19 4 P 0 181818 11 A 181818 I By iBase Ltd. Common Stock 4000 D Common Stock 678880 I By Avalon Biomedical (Management) Limited Common Stock 287176 I By Mandra Health Limited Convertible Loan 2017-06-19 4 A 0 2000000 0 A Common Stock 227273 2000000 I By Mandra Medical Limited Convertible Loan 2017-06-19 4 C 0 2000000 0 D Common Stock 227273 0 I By Mandra Medical Limited Stock Option (Right to Buy) 11 2017-06-19 4 A 0 28500 0 A 2027-06-19 Common Stock 28500 28500 D Avalon Biomedical (Management) Limited ("Avalon Biomedical") is an indirect wholly-owned subsidiary of Avalon Global Holdings Limited ("Avalon Global"). Song-Yi Zhang ("Mr. Zhang"), together with his spouse, indirectly owns all of the outstanding interests in Mandra Medical Limited, which owns 30% of the outstanding interests in Avalon Global, and Mr. Zhang serves on the board of directors of Avalon Global and has shared voting and dispositive power with respect to the shares held by Avalon Biomedical. Each of Mandra Health Limited and Mandra Medical Limited are wholly-owned subsidiaries of Beansprouts Limited. Mr. Zhang is a member of the board of directors of each Mandra Health Limited and Mandra Medical Limited and, together with his spouse, owns all of the outstanding interests in Beansprouts Limited and shares voting and dispositive power over the shares held by it. Mr. Zhang is the sole owner and director of iBase Ltd. and has sole voting and dispositive power over the shares held by iBase Ltd. The option vests in four equal annual installments beginning on June 19, 2018. The Convertible Loan, issued pursuant to the Convertible Loan Agreement, dated January 28, 2017, by and between Athenex, Inc. and Mandra Medical Limited, was automatically convertible into shares of Athenex, Inc. common stock upon the closing of Athenex, Inc.'s initial public offering at a conversion price equal to outstanding principal amount of such notes reduced by a 20.0% discount to the initial public offering price; which was $11.00, and has not expiration date. Mr. Zhang disclaims beneficial ownership of the reported securities except to the extent, if any, of its or his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Zhang is the beneficial owner of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Due to the conditions to closing of the initial public offering of the Common Stock, these purchases were not deemed to occur until closing, or June 19, 2017. Exhibit List: The Power of Attorneys filed as Exhibits 24.1, 24.2, and 24.3 to the Form 3 filed by the Reporting Person on June 13, 2017 are incorporated herein by reference. Song-Yi Zhang, By: /s/ Teresa Bair, attorney-in-fact 2017-06-21 Mui Bing How Tammy, By: /s/ Teresa Bair, attorney-in-fact 2017-06-21 Mandra Medical Limited, By: /s/ Song-Yi Zhang, Director, By: /s/ Teresa Bair, attorney-in-fact 2017-06-21 Beansprouts Limited, By: /s/ Song-Yi Zhang, Director, By: /s/ Teresa Bair, attorney-in-fact 2017-06-21