0001654954-21-011746.txt : 20211108 0001654954-21-011746.hdr.sgml : 20211108 20211108080529 ACCESSION NUMBER: 0001654954-21-011746 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20211108 DATE AS OF CHANGE: 20211108 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ORASURE TECHNOLOGIES INC CENTRAL INDEX KEY: 0001116463 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 364370966 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-59673 FILM NUMBER: 211386590 BUSINESS ADDRESS: STREET 1: 150 WEBSTER ST CITY: BETHLEHEM STATE: PA ZIP: 18015 BUSINESS PHONE: 5036416115 MAIL ADDRESS: STREET 1: 150 WEBSTER ST CITY: BETHLEHEM STATE: PA ZIP: 18015 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Camber Capital Management LP CENTRAL INDEX KEY: 0001444043 IRS NUMBER: 421693587 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 101 HUNTINGTON AVENUE STREET 2: SUITE 2101 CITY: BOSTON STATE: MA ZIP: 02199 BUSINESS PHONE: 617-717-6600 MAIL ADDRESS: STREET 1: 101 HUNTINGTON AVENUE STREET 2: SUITE 2101 CITY: BOSTON STATE: MA ZIP: 02199 FORMER COMPANY: FORMER CONFORMED NAME: Camber Capital Management LLC DATE OF NAME CHANGE: 20080827 SC 13D 1 OSUR13D.htm PRIMARY DOCUMENT  
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D
 
Under the Securities Exchange Act of 1934
 
 
ORASURE TECHNOLOGIES, INC
(Name of Issuer)
 
 
Common stock, $0.000001 par value
(Title of Class of Securities)
 
68554V108
(CUSIP Number)
 
Camber Capital Management LP, 101 Huntington Avenue, Suite 2101, Boston, MA 02199
617-717-6600
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
 
 
November 08, 2021
(Date of Event which Requires Filing of this Statement)
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
 
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
 
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 
 
 
1.  Names of Reporting Persons.
Camber Capital Management LP
42-1693587
 
2.  Check the Appropriate Box if a Member of a Group
(a) ☐
(b) X
 
3.  SEC Use Only
4.  Source of Funds
     WC
5.  Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
6.  Citizenship or Place of Organization
     Camber Capital Management LP - Delaware
 
 
   Number of Shares
   Beneficially
   Owned by
   Each Reporting
   Person With:
 
 
7.  Sole Voting Power
     0 shares  
 
8.  Shared Voting Power
     4,250,000 shares
 
9.  Sole Dispositive Power
     0 shares  
 
10.  Shared Dispositive Power
       4,250,000 shares
 
11.  Aggregate Amount Beneficially Owned by Each Reporting Person
        4,250,000 shares
12.  Check if the Aggregate Amount in Row (11) Excludes Certain Shares
13.  Percent of Class Represented by Amount in Row (11)
       5.90%
14.  Type of Reporting Person
       IA
 
 
 
 
1.  Names of Reporting Persons.
     Stephen DuBois
 
2.  Check the Appropriate Box if a Member of a Group
(a) ☐
(b) X
 
3.  SEC Use Only
4.  Source of Funds
     WC
5.  Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
6.  Citizenship or Place of Organization
     Stephen DuBois - Massachusetts
 
 
   Number of Shares
   Beneficially
   Owned by
   Each Reporting
   Person With:
 
 
7.  Sole Voting Power
     0 shares
 
8.  Shared Voting Power
      4,250,000 shares
 
9.  Sole Dispositive Power
     0 shares
 
10.  Shared Dispositive Power
      4,250,000 shares
 
11.  Aggregate Amount Beneficially Owned by Each Reporting Person
       4,250,000 shares
12.  Check if the Aggregate Amount in Row (11) Excludes Certain Shares
13.  Percent of Class Represented by Amount in Row (11)
       5.90%
14.  Type of Reporting Person
        IN, HC
 
 
 
 
 
ITEM 1. SECURITY AND ISSUER
 
This statement on Schedule 13D refers to the shares of common stock, par value $0.000001 per common stock (the "Shares"), of ORASURE TECHNOLOGIES, INC. (the "Company"). The Company's principal executive office is located at 220 East First Street, Bethlehem, Pennsylvania 18015
 
ITEM 2. IDENTITY AND BACKGROUND
 
 
(a)
Camber Capital Management LP, a Delaware limited partnership ("Camber"), which serves as the investment manager of two private investment funds that beneficially own the Shares reported herein. Stephen DuBois ("Mr. DuBois") serves as managing member of Camber. In such capacities, Camber and Mr. DuBois (the "Reporting Persons") beneficially own the Shares reported herein.
 
 

 
(b)
The principal business address of each of the Reporting Persons is 101 Huntington Avenue, Suite 2101, Boston, Massachusetts 02199-8089.
 
 
(c)
The principal business of Camber is to invest in securities. The principal business of Mr. DuBois is the management of investments in securities.
 
 
(d)
None of the Reporting Persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
 
 
(e)
None of the Reporting Persons has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
 
 
(f)
Camber is a limited partnership organized under the laws of the State of Delaware. Mr. DuBois is a citizen of the United States.
 
 
 
 
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
 
The 4,250,000 Shares to which this Schedule 13D relates were acquired for an aggregate purchase price of $49,106,256 (an average of $11.55 per Share) using working capital of the private investment funds referred to above.
 
ITEM 4. PURPOSE OF TRANSACTION
 
The Shares to which this Schedule 13D relates were acquired based on the Reporting Persons’ belief that such Shares represent an attractive investment opportunity.
The Reporting Persons believe the current trading value of the Shares does not reflect their intrinsic value. Accordingly, the Reporting Persons intend to review the investment in the Company on a continuing basis and may engage in discussions with management, the Company’s Board of Directors, other shareholders of the Company and other relevant parties in order to enhance shareholder value. Such discussions aimed at enhancing shareholder value may concern, among other things, potential business combinations and strategic alternatives, and the business, operations, governance, management, strategy and future plans of the Company. Depending on various factors, including, without limitation, the outcome of any discussions reference above, the investment opportunities available to the Reporting Persons, conditions in the securities markets, and economic and industry conditions, the Reporting Persons may in the future take such actions with respect to the investment in the Company as the Reporting Persons deem appropriate.
Except as set forth above, the Reporting Persons have no present plan or proposal that would relate to or result in any of the matters set forth in subparagraphs (a)-(j) of Item 4 of Schedule D.
The Reporting Persons review their holdings in the Company on a continuing basis and as part of this ongoing review, evaluate various alternatives that are or may be available with respect to the securities of the Company. The Reporting Persons may from time to time and at any time, in their sole discretion, purchase additional equity or debt securities or other instruments of the Company or dispose of such equity or debt securities or other investments, in any amount that the Reporting Persons may determine in their sole discretion, through open market transactions, privately negotiated transactions or otherwise.
 
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
 
 
(a)
The Reporting Persons beneficially own 4,250,000 Shares of the Company in the aggregate, representing approximately 5.90% of such class of securities. The percentage of the Shares beneficially owned by the Reporting Persons is based on a total of 72,038,439 Shares of the Company outstanding as of November 1, 2021, as reported in the Company's Form 10-Q for the quarterly period ended September 30, 2021 filed with the Securities and Exchange Commission on November 4, 2021
 
(b)
Camber has the power to dispose of and the power to vote the Shares beneficially owned by the Reporting Persons, which power may be exercised by its managing member, Mr. DuBois. By reason of the provisions of Rule 13d-3 of the Securities Exchange Act of 1934 (the "Act"), Mr. DuBois may be deemed to beneficially own the Shares held by the Reporting Persons.
 
 
(c)
None of the Reporting Persons nor, to the knowledge of the Reporting Persons, any person identified in response to Item 2, has effected any transactions in the Shares during the preceding 60 days
 
(d)         Of the Shares reported herein, 4,221,726 Shares are held for the account of Camber Capital Master Fund, L.P.
(e)         Not applicable.
 
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
 
Other than the Joint Filing Agreement attached as Exhibit 1 hereto, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 hereof and between such persons and any person with respect to any securities of the Company, including but not limited to transfer or voting of any other securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, divisions of profits or loss, or the giving or withholding of proxies.
 
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Exhibit 1:  Joint Filing Statement as required by Rule 13d(1)(k)(l) under the Act.

 
 
 
 
 
SIGNATURE
 
After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
 
Date: November 08, 2021
Camber Capital Management LP
By: /s/ Sean George
Sean George
Chief Financial Officer
 
               Stephen DuBois
               By: /s/ Stephen DuBois
Stephen DuBois, individually
 
EX-1 2 OSUR13Dex.htm JOINT FILING AGREEMENT  
 
EXHIBIT 1
JOINT FILING AGREEMENT
This Joint Filing Agreement dated November 08, 2021 is by and between Camber Capital Management LP, a Delaware limited partnership, and Stephen DuBois, an individual (the foregoing are collectively referred to herein as the "Filers"). Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13D with respect to common shares, $0.000001 par value of ORASURE TECHNOLOGIES, INC. beneficially owned by them from time to time. Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the Securities Exchange Act of 1934, as amended, the Filers hereby agree to file a single statement on Schedule 13D and/or 13G (and any amendments thereto) on behalf of each of such parties, and hereby further agree to file this Joint Filing Agreement as an exhibit to such statement, as required by such rule. This Joint Filing Agreement may be terminated by any of the Filers upon one week's prior written notice or such lesser period of notice as the Filers may mutually agree.
Executed and delivered as of the date first above written.
CAMBER CAPITAL MANAGEMENT LP
By: /s/ Sean George
Sean George
Chief Financial Officer
 
    STEPHEN DUBOIS
By: /s/ Stephen DuBois