0000905718-20-000531.txt : 20200529 0000905718-20-000531.hdr.sgml : 20200529 20200529181001 ACCESSION NUMBER: 0000905718-20-000531 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190603 FILED AS OF DATE: 20200529 DATE AS OF CHANGE: 20200529 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: 20930081 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_fm4jun32019.xml X0306 4 2019-06-03 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 2019-06-03 4 J 1 340000 D 2016-10-04 2019-06-04 Common Stock 340000 0 I See Footnotes Equity Swap 2019-06-03 4 J 1 340000 A 2016-10-04 2020-06-04 Common Stock 340000 340000 I See Footnotes Equity Swap 2019-06-03 4 J 1 410000 D 2016-10-05 2019-06-04 Common Stock 410000 0 I See Footnotes Equity Swap 2019-06-03 4 J 1 410000 A 2016-10-05 2020-06-04 Common Stock 410000 410000 I See Footnotes Equity Swap 2019-06-03 4 J 1 800000 D 2016-10-06 2019-06-04 Common Stock 800000 0 I See Footnotes Equity Swap 2019-06-03 4 J 1 800000 A 2016-10-06 2020-06-04 Common Stock 800000 800000 I See Footnotes Equity Swap 2019-06-03 4 J 1 300000 D 2016-10-12 2019-06-04 Common Stock 300000 0 I See Footnotes Equity Swap 2019-06-03 4 J 1 300000 A 2016-10-12 2020-06-04 Common Stock 300000 300000 I See Footnotes Equity Swap 2019-06-03 4 J 1 30000 D 2017-02-01 2019-06-04 Common Stock 30000 0 I See Footnotes Equity Swap 2019-06-03 4 J 1 30000 A 2017-02-01 2020-06-04 Common Stock 30000 30000 I See Footnotes Equity Swap 2019-06-03 4 J 1 168213 D 2017-03-24 2019-06-04 Common Stock 168213 0 I See Footnotes Equity Swap 2019-06-03 4 J 1 168213 A 2017-03-24 2020-06-04 Common Stock 168213 168213 I See Footnotes Equity Swap 2019-06-03 4 J 1 31787 D 2017-03-27 2019-06-04 Common Stock 31787 0 I See Footnotes Equity Swap 2019-06-03 4 J 1 31787 A 2017-03-27 2020-06-04 Common Stock 31787 31787 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. On June 3, 2019, the Reporting Person amended its equity swap agreement with a securities broker (the "Counterparty") to extend the settlement date for its equity swaps under that agreement from June 4, 2019 to June 4, 2020 (the "Settlement Date"), for no additional consideration. The extension of the settlement date resulted in a deemed cancellation of the Reporting Person's existing equity swaps thereunder, and a deemed reentry into new equity swaps with a later settlement date. The deemed cancellation is exempt from liability under Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-6(d) promulgated thereunder. Commencing October 4, 2016, the Reporting Person entered into an equity swap with a securities broker (the "Counterparty") for 340,000 shares of Common Stock, par value $0.0001 per share, of the Company (the "Common Stock"), under which, on the Settlement Date, (i) the Reporting Person will be obligated to pay to the Counterparty $1,727,166, representing $5.0799 per share (including a $0.03 per share commission (the "Commission")), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Commencing October 5, 2016, the Reporting Person entered into an equity swap with the Counterparty for 410,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person will be obligated to pay to the Counterparty $2,123,800, representing $5.18 per share (including the Commission), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Commencing October 6, 2016, the Reporting Person 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 will be obligated to pay to the Counterparty $4,144,000, representing $5.18 per share (including the Commission), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Commencing October 12, 2016, the Reporting Person entered into an equity swap with the Counterparty for 300,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person will be obligated to pay to the Counterparty $1,539,000, representing $5.13 per share (including the Commission), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Commencing February 1, 2017, the Reporting Person 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 will be obligated to pay to the Counterparty $197,376, representing $6.5792 per share (including the Commission), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Commencing March 24, 2017, the Reporting Person entered into an equity swap with the Counterparty for 168,213 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person will be obligated to pay to the Counterparty approximately $1,203,244, representing $7.1531 per share (including the Commission), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Commencing March 27, 2017, the Reporting Person entered into an equity swap with the Counterparty for 31,787 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person will be obligated to pay to the Counterparty approximately $226,441, representing $7.1237 per share (including the Commission), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. During the term of the equity swap agreement, any dividends earned on the shares of Common Stock underlying the equity swaps will be paid to the Reporting Person, and the Reporting Person will pay to the Counterparty "interest" on the aggregate swap amount of approximately $11,161,027, at the Federal Funds rate plus 30 basis points. Of the aggregate of 2,080,000 shares of Common Stock currently underlying the equity swaps, PWIMF holds the economic equivalent of 1,839,846 shares, and PWPI holds the economic equivalent of 240,154 shares. Pursuant to Reg. Section 240.16a-1(a)(2), 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 2020-05-29