0001104659-18-048802.txt : 20180801 0001104659-18-048802.hdr.sgml : 20180801 20180801171219 ACCESSION NUMBER: 0001104659-18-048802 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180730 FILED AS OF DATE: 20180801 DATE AS OF CHANGE: 20180801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Canaan VIII LP CENTRAL INDEX KEY: 0001419148 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38601 FILM NUMBER: 18985695 BUSINESS ADDRESS: STREET 1: 285 RIVERSIDE AVE STREET 2: STE 250 CITY: WESTPORT STATE: CT ZIP: 06880 BUSINESS PHONE: 203-855-0400 MAIL ADDRESS: STREET 1: 285 RIVERSIDE AVE STREET 2: STE 250 CITY: WESTPORT STATE: CT ZIP: 06880 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Canaan Partners VIII LLC CENTRAL INDEX KEY: 0001552200 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38601 FILM NUMBER: 18985697 BUSINESS ADDRESS: STREET 1: 285 RIVERSIDE AVE STREET 2: STE 250 CITY: WESTPORT STATE: CT ZIP: 06880 BUSINESS PHONE: 203-855-0400 MAIL ADDRESS: STREET 1: 285 RIVERSIDE AVE STREET 2: STE 250 CITY: WESTPORT STATE: CT ZIP: 06880 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Liquidia Technologies Inc CENTRAL INDEX KEY: 0001330436 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 419 DAVIS DRIVE STREET 2: SUITE 100 CITY: DURHAM STATE: NC ZIP: 27713 BUSINESS PHONE: 919-328-4400 MAIL ADDRESS: STREET 1: P.O. BOX 110085 CITY: RESEARCH TRIANGLE PARK STATE: NC ZIP: 27709 4 1 a4.xml 4 X0306 4 2018-07-30 0 0001330436 Liquidia Technologies Inc LQDA 0001419148 Canaan VIII LP C/O CANAAN PARTNERS 285 RIVERSIDE AVENUE, SUITE 250 WESTPORT CT 06880 0 0 1 0 0001552200 Canaan Partners VIII LLC C/O CANAAN PARTNERS 285 RIVERSIDE AVENUE, SUITE 250 WESTPORT CT 06880 0 0 1 0 Common Stock 2018-07-30 4 C 0 87837 A 90536 D Common Stock 2018-07-30 4 C 0 89630 A 180166 D Common Stock 2018-07-30 4 C 0 31471 A 211637 D Common Stock 2018-07-30 4 C 0 680266 A 891903 D Common Stock 2018-07-30 4 C 0 944127 A 1836030 D Common Stock 2018-07-30 4 P 0 727273 11.00 A 2563303 D Series A Preferred Stock 2018-07-30 4 C 0 918657 D Common Stock 87837 0 D Series A-1 Preferred Stock 2018-07-30 4 C 0 650427 D Common Stock 89630 0 D Series B Preferred Stock 2018-07-30 4 C 0 222529 D Common Stock 31471 0 D Series C Preferred Stock 2018-07-30 4 C 0 5254658 D Common Stock 680266 0 D Series D Preferred Stock 2018-07-30 4 C 0 15887155 D Common Stock 944127 0 D Warrant to purchase Series D Preferred Stock 0.01 2018-07-30 4 J 0 578498 D 2017-01-09 2026-12-31 Series D Preferred Stock 578498 0 D Warrant to purchase Common Stock 0.01 2018-07-30 4 J 0 34378 A 2017-01-09 2026-12-31 Common Stock 34378 34378 D The Series A preferred stock had no expiration date and automatically converted into the Issuer's common stock on a 0.0956-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The Series A-1 preferred stock had no expiration date and automatically converted into the Issuer's common stock on a 0.1378-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The Series B preferred stock had no expiration date and automatically converted into the Issuer's common stock on a 0.1414-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The Series C preferred stock had no expiration date and automatically converted into the Issuer's common stock on a 0.1295-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The Series D preferred stock had no expiration date and automatically converted into the Issuer's common stock on a 0.0594-for-1 basis immediately prior to the closing of the Issuer's initial public offering. Immediately prior to the closing of the Issuer's initial public offering and without payment of further consideration, the Warrant to purchase Series D Preferred Stock automatically became exercisable to purchase the Issuer's common stock. The transaction is listed solely for the purpose of reporting the change of the title and amount of securities underlying the warrant. Shares held directly by Canaan VIII L.P. ("Canaan LP"). Canaan Partners VIII LLC ("Canaan LLC" and together with Canaan LP, the "Canaan Entities") is the sole general partner of Canaan LP and each may be deemed to have sole voting, investment and dispositive power with respect to the shares held by Canaan LP. Investment and voting decisions with respect to the shares held by Canaan LP are made by the managers of Canaan LLC, collectively. Canaan LLC disclaims Section 16 beneficial ownership of the shares held by Canaan LP, except to the extent, if any, of its pecuniary interest therein. Exhibit 24 - Power of Attorney (incorporated by reference to Power of Attorney filed as Exhibit 24 to the Form 3 filed by the Reporting Persons on July 25, 2018) and Exhibit 99.1 - Joint Filer Information Canaan VIII L.P., By Canaan Partners VIII LLC, its general partner, By: /s/ Nancy Levenson, Attorney-in-Fact 2018-08-01 Canaan Partners VIII LLC, By: /s/ Nancy Levenson, Attorney-in-Fact 2018-08-01 EX-99.1 2 ex-99d1.htm EX-99.1

EXHIBIT 99.1

FORM 4 JOINT FILER INFORMATION

Names of Joint Filers:

Canaan VIII L.P.

Canaan Partners VIII LLC

Address of Joint Filers:

c/o Canaan Partners

285 Riverside Avenue, Suite 250

Westport, CT 06880

Designated Filer:

Canaan VIII L.P.

Issuer and Ticker Symbol:

Liquidia Technologies, Inc. [LQDA]

Date of Event:

July 30, 2018

Signatures of Joint Filers:

Canaan VIII L.P.

By: Canaan Partners VIII LLC, its General Partner

By:	/s/ Nancy Levenson
	Attorney-in-Fact

Canaan Partners VIII LLC

By:	/s/ Nancy Levenson
	Attorney-in-Fact