0000905718-20-000518.txt : 20200528
0000905718-20-000518.hdr.sgml : 20200528
20200528215832
ACCESSION NUMBER: 0000905718-20-000518
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200526
FILED AS OF DATE: 20200528
DATE AS OF CHANGE: 20200528
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Park West Asset Management LLC
CENTRAL INDEX KEY: 0001386928
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36225
FILM NUMBER: 20923877
BUSINESS ADDRESS:
STREET 1: 900 LARKSPUR LANDING CIRCLE, SUITE 165
CITY: LARKSPUR
STATE: CA
ZIP: 94939
BUSINESS PHONE: (415) 524-2902
MAIL ADDRESS:
STREET 1: 900 LARKSPUR LANDING CIRCLE, SUITE 165
CITY: LARKSPUR
STATE: CA
ZIP: 94939
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Kindred Biosciences, Inc.
CENTRAL INDEX KEY: 0001561743
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 461160142
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1555 BAYSHORE HIGHWAY, SUITE 200
CITY: BURLINGAME
STATE: CA
ZIP: 94010
BUSINESS PHONE: 650-701-7901
MAIL ADDRESS:
STREET 1: 1555 BAYSHORE HIGHWAY, SUITE 200
CITY: BURLINGAME
STATE: CA
ZIP: 94010
4
1
kindredbiosc_fm4may262020.xml
X0306
4
2020-05-26
0
0001561743
Kindred Biosciences, Inc.
KIN
0001386928
Park West Asset Management LLC
900 LARKSPUR LANDING CIRCLE, SUITE 165
LARKSPUR
CA
94939
0
0
1
0
Equity Swap
2020-05-26
4
J
1
28760
D
2016-10-05
Common Stock
28760
372243
I
See Footnotes
Equity Swap
2020-05-26
4
J
1
119955
D
2017-03-24
Common Stock
119955
30669
I
See Footnotes
Equity Swap
2020-05-27
4
J
1
82941
D
2016-10-05
Common Stock
82941
289302
I
See Footnotes
Equity Swap
2020-05-27
4
J
1
9293
D
2016-10-06
Common Stock
9293
790707
I
See Footnotes
Equity Swap
2020-05-27
4
J
1
30000
D
2017-02-01
Common Stock
30000
0
I
See Footnotes
Equity Swap
2020-05-27
4
J
1
30669
D
2017-03-24
Common Stock
30669
0
I
See Footnotes
Equity Swap
2020-05-27
4
J
1
28117
D
2017-03-27
Common Stock
28117
0
I
See Footnotes
Park West Asset Management LLC (the "Reporting Person") is the investment manager to Park West Investors Master Fund, Limited, a Cayman Islands exempted company ("PWIMF"), and Park West Partners International, Limited, a Cayman Islands exempted company ("PWPI"). Peter S. Park ("Mr. Park") is the sole member and manager of the Reporting Person.
The Reporting Person previously entered into certain equity swaps with a securities broker (the "Counterparty"), as described below, covering certain shares of Common Stock, par value $0.0001 per share (the "Common Stock"), of Kindred Biosciences, Inc. (the "Company"). The equity swaps are scheduled to expire on June 4, 2020 (the "Settlement Date").On May 26, 2020 (the "May 26 Cancellation Date") and May 27, 2020 (the "May 27 Cancellation Date") the Reporting Person agreed with the Counterparty to terminate the equity swaps early with respect to certain shares for the payments described below.
The Reporting Person had previously entered into an equity swap with the Counterparty for 401,003 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $5.18 per share (including a $0.03 per share commission (the "Purchase Commission")), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the May 26 Cancellation Date, the Reporting Person terminated the equity swap early with respect to 28,760 shares, for an average market value of $4.9658 per share (net of a $0.02 per share commission (the "Sale Commission")).
Upon the May 27 Cancellation Date, the Reporting Person terminated the equity swap early with respect to 82,941 shares, for an average market value of $4.5702 per share (net of the Sale Commission). The net payment by the Reporting Person to the Counterparty in connection with such terminations was approximately $521,872. The equity swap remains in place upon its original terms with respect to the remaining 289,302 shares of Common Stock.
The Reporting Person had previously entered into an equity swap with the Counterparty for 150,624 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $7.1531 per share (including the Purchase Commission), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the May 26 Cancellation Date, the Reporting Person terminated the equity swap early with respect to 119,955 shares, for an average market value of $4.9658 per share (net of the Sale Commission). Upon the May 27 Cancellation Date, the Reporting Person terminated the equity swap early with respect to the remaining 30,669 shares, for an average market value of $4.5702 per share (net of the Sale Commission). The net payment by the Reporting Person to the Counterparty in connection with such terminations was approximately $735,835.
The Reporting Person had previously entered into an equity swap with the Counterparty for 800,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $5.18 per share (including the Purchase Commission), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the May 27 Cancellation Date, the Reporting Person terminated the equity swap early with respect to 9,293 shares, for an average market value of $4.5702 per share (net of the Sale Commission). The net payment by the Reporting Person to the Counterparty in connection with such termination was approximately $42,471. The equity swap remains in place upon its original terms with respect to the remaining 790,707 shares of Common Stock.
The Reporting Person had previously entered into an equity swap with the Counterparty for 30,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $6.5792 per share (including the Purchase Commission), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the May 27 Cancellation Date, the Reporting Person terminated the equity swap early with respect to the remaining 30,000 shares, for an average market value of $4.5702 per share (net of the Sale Commission). The net payment by the Reporting Person to the Counterparty in connection with such termination was approximately $137,106.
The Reporting Person had previously entered into an equity swap with the Counterparty for 28,117 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $7.1237 per share (including the Purchase Commission), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the May 27 Cancellation Date, the Reporting Person terminated the equity swap early with respect to 28,117 shares, for an average market value of $4.5702 per share (net of the Sale Commission). The net payment by the Reporting Person to the Counterparty in connection with such termination was approximately $128,500.
During the term of the equity swaps, any dividends earned on the shares of Common Stock underlying the equity swaps are required to be paid to the Reporting Person, and the Reporting Person must pay to the Counterparty "interest" on the aggregate swap amount at the Federal Funds rate plus 30 basis points.
Of the aggregate of 1,080,009 shares of Common Stock currently underlying the equity swaps following the transactions described herein, PWIMF holds the economic equivalent of 995,204 shares, and PWPI holds the economic equivalent of 84,805 shares. The Reporting Person's and Mr. Park's beneficial ownership is limited to their pecuniary interest, if any, in such securities.
/s/ Grace Jimenez, Chief Financial Officer of Park West Asset Management LLC
2020-05-28