0000919574-19-006140.txt : 20191001
0000919574-19-006140.hdr.sgml : 20191001
20191001195327
ACCESSION NUMBER: 0000919574-19-006140
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190929
FILED AS OF DATE: 20191001
DATE AS OF CHANGE: 20191001
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ARMISTICE CAPITAL, LLC
CENTRAL INDEX KEY: 0001601086
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36672
FILM NUMBER: 191130551
BUSINESS ADDRESS:
STREET 1: 510 MADISON AVENUE, 7TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 231-4932
MAIL ADDRESS:
STREET 1: 510 MADISON AVENUE, 7TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Armistice Capital Master Fund Ltd.
CENTRAL INDEX KEY: 0001633584
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36672
FILM NUMBER: 191130552
BUSINESS ADDRESS:
STREET 1: C/O ARMISTICE CAPITAL, LLC
STREET 2: 510 MADISON AVENUE, 7TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-231-4932
MAIL ADDRESS:
STREET 1: C/O ARMISTICE CAPITAL, LLC
STREET 2: 510 MADISON AVENUE, 7TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Boyd Steven
CENTRAL INDEX KEY: 0001706140
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36672
FILM NUMBER: 191130553
MAIL ADDRESS:
STREET 1: 510 MADISON AVENUE, 7TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: EYEGATE PHARMACEUTICALS INC
CENTRAL INDEX KEY: 0001372514
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 271 WAVERLEY OAKS ROAD
STREET 2: SUITE 108
CITY: WALTHAM
STATE: MA
ZIP: 02452
BUSINESS PHONE: 781-788-9043
MAIL ADDRESS:
STREET 1: 271 WAVERLEY OAKS ROAD
STREET 2: SUITE 108
CITY: WALTHAM
STATE: MA
ZIP: 02452
4
1
ownership.xml
X0306
4
2019-09-29
0
0001372514
EYEGATE PHARMACEUTICALS INC
EYEG
0001601086
ARMISTICE CAPITAL, LLC
510 MADISON AVENUE, 7TH FLOOR
NEW YORK
NY
10022
1
0
1
0
0001633584
Armistice Capital Master Fund Ltd.
C/O DMS CORPORATE SERVICES LTD.
20 GENESIS CLOSE, P.O. BOX 314
GRAND CAYMAN
E9
KY1-1104
CAYMAN ISLANDS
0
0
1
0
0001706140
Boyd Steven
C/O ARMISTICE CAPITAL, LLC
510 MADISON AVENUE, 7TH FLOOR
NEW YORK
NY
10022
1
0
1
0
Common Stock
2019-09-29
4
P
0
600000
3.125
A
1787499
D
Common Stock
2019-09-29
4
P
0
0
0
A
1787499
I
See Footnote
Common Stock
2019-09-30
4
P
0
4001
3.11
A
1791500
D
Common Stock
2019-09-30
4
P
0
0
0
A
1791500
I
See Footnote
Common Stock
2019-09-30
4
P
0
1000
3.17
A
1792500
D
Common Stock
2019-09-30
4
P
0
0
0
A
1792500
I
See Footnote
Warrants
3.125
2019-09-29
4
P
0
600000
A
2020-04-02
2024-10-02
Common Stock
600000
600000
D
Warrants
3.125
2019-09-29
4
P
0
0
A
2020-04-02
2024-10-02
Common Stock
600000
600000
I
See Footnote
Warrants
0.32
2018-04-17
2023-04-17
Common Stock
41666
41666
D
Warrants
0.32
2018-04-17
2023-04-17
Common Stock
41666
41666
I
See Footnote
Warrants
0.32
2018-04-17
2023-04-17
Common Stock
364583
364583
D
Warrants
0.32
2018-04-17
2023-04-17
Common Stock
364583
364583
I
See Footnote
Warrants
1.50
2017-06-14
2022-06-14
Common Stock
133333
133333
D
Warrants
1.50
2017-06-14
2022-06-14
Common Stock
133333
133333
I
See Footnote
Warrants
0.32
2018-04-17
2023-04-17
Common Stock
1062500
1062500
D
Warrants
0.32
2018-04-17
2023-04-17
Common Stock
1062500
1062500
I
See Footnote
Series C Convertible Preferred Stock
0.32
2018-04-17
Common Stock
852500
852500
D
Series C Convertible Preferred Stock
0.32
2018-04-17
Common Stock
852500
852500
I
See Footnote
The reported securities are directly owned by Armistice Capital Master Fund Ltd., a Cayman Islands exempted company (the "Master Fund"). The reported securities may be deemed to be indirectly beneficially owned by Armistice Capital, LLC, as the investment manager of the Master Fund. The reported securities may also be deemed to be indirectly beneficially owned by Steven Boyd as Managing Member of Armistice Capital, LLC. Armistice Capital, LLC and Steven Boyd disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interest therein, and this report shall not be deemed an admission that either of them 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.
On September 29, 2019, the Issuer and the Master Fund entered into a securities purchase agreement pursuant to which the Master Fund acquired from the Issuer in a private placement: (i) 600,000 Shares at a purchase price of $3.125 per Share; and (ii) warrants to purchase up to 600,000 Shares at an exercise price of $3.125 per Share (collectively, the "Warrants"), subject to adjustments as provided under the terms of the Warrants. The aggregate subscription amount paid by the Master Fund for the shares of common stock of the Issuer (collectively, the "Shares") and Warrants acquired by it pursuant to the Securities Purchase Agreement was $1,875,000.
These warrants are currently exercisable, subject to a blocker provision that prevents the Master Fund from exercising the warrants if it would be more than a 9.99% beneficial owner of the Shares following such exercise.
These warrants are currently exercisable, subject to a blocker provision that prevents the Master Fund from exercising the warrants if it would be more than a 4.99% beneficial owner of the Shares following such exercise.
The Series C Convertible Preferred Stock has no expiration date and is convertible at any time at the option of the Master Fund, subject to a blocker provision that prevents the Master Fund from converting the Series C Convertible Preferred Stock into Shares if it would be more than a 4.99% beneficial owner of the Shares following such conversion.
The number of securities reported as being beneficially owned by the Reporting Persons reflects the Issuer's reverse stock split at a ratio of 15-to-1 that occurred on August 30, 2019.
Armistice Capital, LLC, By: /s/ Steven Boyd, Managing Member
2019-10-01
Armistice Capital Master Fund, Ltd., By:/s/ Steven Boyd, Director
2019-10-01
/s/ Steven Boyd
2019-10-01