0001209191-20-000379.txt : 20200102 0001209191-20-000379.hdr.sgml : 20200102 20200102170814 ACCESSION NUMBER: 0001209191-20-000379 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200101 FILED AS OF DATE: 20200102 DATE AS OF CHANGE: 20200102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Blavatnik Len CENTRAL INDEX KEY: 0001326628 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38807 FILM NUMBER: 20502282 MAIL ADDRESS: STREET 1: C/O ACCESS INDUSTRIES STREET 2: 730 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ACCESS INDUSTRIES MANAGEMENT, LLC CENTRAL INDEX KEY: 0001508226 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38807 FILM NUMBER: 20502283 BUSINESS ADDRESS: STREET 1: 730 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2122476400 MAIL ADDRESS: STREET 1: 730 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ACCESS INDUSTRIES, LLC CENTRAL INDEX KEY: 0001508227 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38807 FILM NUMBER: 20502284 BUSINESS ADDRESS: STREET 1: 730 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2122476400 MAIL ADDRESS: STREET 1: 730 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Clal Biotechnology Industries Ltd. CENTRAL INDEX KEY: 0001468950 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38807 FILM NUMBER: 20502285 BUSINESS ADDRESS: STREET 1: 3AZRIELI CENTER TRIANGLE TOWER 45 FLOOR CITY: TEL AVIV STATE: L3 ZIP: 67023 BUSINESS PHONE: 972-3-6075794 MAIL ADDRESS: STREET 1: 3AZRIELI CENTER TRIANGLE TOWER 45 FLOOR CITY: TEL AVIV STATE: L3 ZIP: 67023 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Access Industries Holdings LLC CENTRAL INDEX KEY: 0001391297 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38807 FILM NUMBER: 20502286 BUSINESS ADDRESS: STREET 1: C/O ACCESS INDUSTRIES MANAGEMENT, LLC. STREET 2: 730 FIFTH AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212 247 6400 MAIL ADDRESS: STREET 1: C/O ACCESS INDUSTRIES MANAGEMENT, LLC. STREET 2: 730 FIFTH AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Anchiano Therapeutics Ltd. CENTRAL INDEX KEY: 0001534248 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1/3 HIGH-TECH VILLAGE STREET 2: GIVAT RAM, P.0. BOX 39264 CITY: JERUSALEM STATE: L3 ZIP: 9139102 BUSINESS PHONE: 972-2-5486555 MAIL ADDRESS: STREET 1: 1/3 HIGH-TECH VILLAGE STREET 2: GIVAT RAM, P.0. BOX 39264 CITY: JERUSALEM STATE: L3 ZIP: 9139102 FORMER COMPANY: FORMER CONFORMED NAME: BioCancell Ltd. DATE OF NAME CHANGE: 20111104 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2020-01-01 0 0001534248 Anchiano Therapeutics Ltd. ANCN 0001391297 Access Industries Holdings LLC 40 WEST 57TH ST, 28TH FL NEW YORK NY 10019 0 0 1 0 0001468950 Clal Biotechnology Industries Ltd. 3 AZRIELI CENTER TRIANGLE TOWER 45 FLOOR TEL AVIV L3 67023 ISRAEL 0 0 1 0 0001508227 ACCESS INDUSTRIES, LLC 40 WEST 57TH ST, 28TH FL NEW YORK NY 10019 0 0 0 1 Affiliate of 10% Owner 0001508226 ACCESS INDUSTRIES MANAGEMENT, LLC 40 WEST 57TH ST, 28TH FL NEW YORK NY 10019 0 0 0 1 Affiliate of 10% Owner 0001326628 Blavatnik Len 40 WEST 57TH ST, 28TH FL NEW YORK NY 10019 0 0 0 1 Affiliate of 10% Owner Ordinary Shares 6521753 D Ordinary Shares 6911166 D Warrants 1.932 2023-06-29 Ordinary Shares 2396496 D Employee stock options 0.47 2029-11-13 Ordinary Shares 55000 D Consists of 1,304,347 American Depositary Shares ("ADSs"), each of which represents five ordinary shares, no par value ("Ordinary Shares"), of the Issuer, evidenced by American Depositary Receipts. The securities reported are held directly by Access Industries Holdings LLC ("AIH") and may be deemed to be beneficially owned by Access Industries, LLC ("Access LLC"), Access Industries Management, LLC ("Management LLC") and Len Blavatnik, because Access LLC holds a majority of the outstanding voting interests in AIH, Management LLC controls Access LLC and AIH, and Len Blavatnik controls Management LLC and Access LLC. Each of the reporting persons (other than AIH) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, if any, and this Form shall not be construed as an admission that any such reporting person (other than AIH) is the beneficial owner of such securities for any purpose. Consists of 6,585,081 Ordinary Shares and 65,217 ADSs. The securities reported are held directly by Clal Biotechnology Industries Ltd. ("CBI"). AIH, Access LLC, Management LLC and Len Blavatnik may be deemed to beneficially own the securities held directly by CBI because Clal Industries Ltd. ("CI") is the controlling shareholder of CBI, AIH controls CI, Access LLC holds a majority of the outstanding interests in AIH, Management LLC controls Access LLC, and Len Blavatnik controls Management LLC and Access LLC. Each of the reporting persons (other than CBI) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, if any, and this Form shall not be construed as an admission that any such reporting person (other than CBI) is the beneficial owner of such securities for any purpose. On June 29, 2018, pursuant to a securities purchase agreement, dated March 29, 2018, between the Issuer and certain investors, CBI was issued a warrant to purchase 1,041,185 Ordinary Shares, as partial consideration for repayment of financing that was provided to the Issuer by CBI. Pursuant to the warrant agreement, dated June 20, 2018 (the "Warrant Agreement"), each warrant is exercisable for one Ordinary Share. CBI may elect to exercise the warrant in whole or in part and from time to time at any time until June 29, 2023, in cash or on a net issuance basis, in an amount equal to the aggregate exercise price for the Ordinary Shares being acquired upon exercise. The number of Ordinary Shares purchasable upon exercise of the warrant and the exercise price is subject to adjustments, as set forth in the Warrant Agreement. On February 14, 2019, in connection with the closing of the Issuer's initial public offering of ADSs, as a result of triggering certain price protection rights, the warrant was adjusted to provide for the purchase of an additional 1,355,311 Ordinary Shares from the Issuer. One-third of the options vest on November 10, 2020 and one-twelfth at the end of each calendar quarter thereafter, until fully vested. Exhibit List: Exhibit 24 - Power of Attorney /s/ Alejandro Moreno for Access Industries Holdings LLC 2020-01-02 /s/ Ofer Gonen (CEO) and Assaf Segal (CFO) for Clal Biotechnology Industries Ltd. 2020-01-02 /s/ Alejandro Moreno for Access Industries, LLC 2020-01-02 /s/ Alejandro Moreno for Access Industries Management, LLC 2020-01-02 /s/ Alejandro Moreno, as Attorney-in-Fact for Mr. Blavatnik 2020-01-02 EX-24 2 attachment1.htm EX-24 DOCUMENT

LIMITED POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints
Lincoln Benet and Alejandro Moreno, and each of them individually, the
undersigned's true and lawful attorney-in-fact to:

execute for and on behalf of the undersigned, in the undersigned's capacity as a
beneficial owner of Anchiano Therapeutics Ltd. (the "Company"), (i) Forms 3, 4
and 5 and any other forms required to be filed in accordance with Section 16(a)
of the Securities Exchange Act of 1934 (the "Exchange Act") and the rules
thereunder (a "Section 16 Form"), (ii) all forms and schedules in accordance
with Section 13(d) of the Exchange Act and the rules thereunder, including all
amendments thereto (a "Section 13 Schedule"), (iii) a Form ID Application,
Passphrase Update Application and/or request to convert from paper only to
electronic filer with the US Securities and Exchange Commission and to obtain
access codes to file on EDGAR and any other forms required to be filed or
submitted in accordance with Regulation S-T promulgated by the United States
Securities and Exchange Commission (or any successor provision) in order to file
a Section 13 Schedule or a Section 16 Form electronically (a "Form ID", and,
together with a Section 13 Schedule and Section 16 Form, the "Forms and
Schedules") and (iv) any Joint Filing Agreement or similar agreement with
respect to the filing of any of the Forms or Schedules in (i) through (iii)
above;

do and perform any and all acts for and on behalf of the undersigned which may
be necessary or desirable to complete and execute any such Forms and Schedules,
complete and execute any amendment or amendments thereto, and timely file such
Forms and Schedules with the U.S. Securities and Exchange Commission and any
stock exchange or similar authority; and

take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of each such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by each such attorney-in-fact on behalf
of the undersigned pursuant to this Limited Power of Attorney shall be in such
form and shall contain such terms and conditions as he may approve in his
discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that each such attorney-in-fact, or his
substitute or substitutes, shall lawfully do or cause to be done by virtue of
this Limited Power of Attorney and the rights and powers herein granted.

The undersigned acknowledges that each such attorney-in-fact is serving in such
capacity at the request of the undersigned, and is not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to comply with
Section 13 or Section 16 of the Exchange Act.

The Limited Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file any Forms and Schedules with respect
to the undersigned's holdings of and transactions in securities issued by the
Company, unless earlier revoked by the undersigned in a signed writing delivered
to each such attorney-in-fact.

From and after the date hereof, any Limited Power of Attorney previously granted
by the undersigned concerning the subject matter hereof is hereby revoked.

IN WITNESS WHEREOF, the undersigned has executed this Limited Power of Attorney
as of February 21, 2019.


LEONARD BLAVATNIK
/s/ Leonard Blavatnik