0001104659-15-047442.txt : 20150624 0001104659-15-047442.hdr.sgml : 20150624 20150624213915 ACCESSION NUMBER: 0001104659-15-047442 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150624 FILED AS OF DATE: 20150624 DATE AS OF CHANGE: 20150624 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CATABASIS PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001454789 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE KENDALL SQUARE STREET 2: BLDG. 1400E, SUITE B14202 CITY: CAMBRIDGE STATE: MA ZIP: 02139 BUSINESS PHONE: 617-349-1971 MAIL ADDRESS: STREET 1: ONE KENDALL SQUARE STREET 2: BLDG. 1400E, SUITE B14202 CITY: CAMBRIDGE STATE: MA ZIP: 02139 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MedImmune Ventures, Inc. CENTRAL INDEX KEY: 0001291884 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37467 FILM NUMBER: 15950499 BUSINESS ADDRESS: STREET 1: ONE MEDIMMUNE WAY CITY: GAITHERSBURG STATE: MD ZIP: 20878 BUSINESS PHONE: 301-398-0000 MAIL ADDRESS: STREET 1: ONE MEDIMMUNE WAY CITY: GAITHERSBURG STATE: MD ZIP: 20878 3 1 a3.xml 3 X0206 3 2015-06-24 0 0001454789 CATABASIS PHARMACEUTICALS INC CATB 0001291884 MedImmune Ventures, Inc. ONE MEDIMMUNE WAY GAITHERSBURG MD 20878 0 0 1 0 Series A Preferred Stock Common Stock 1079115 D Series B Preferred Stock Common Stock 330098 D The Series A Preferred Stock is convertible into Common Stock on a 1-for-12.85 basis into the number of shares shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering without payment of further consideration. The shares have no expiration date. The Series B Preferred Stock is convertible into Common Stock on a 1-for-12.85 basis into the number of shares shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering without payment of further consideration. The shares have no expiration date. These shares are owned directly by MedImmune Ventures, Inc. Ron Laufer is the Senior Managing Partner of MedImmune Ventures, Inc., and as a result, Dr. Laufer may be deemed to hold voting, dispositive and investment power over the shares held by MedImmune Ventures, Inc. Dr. Laufer disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein. Exhibit Index: 24.1 Power of Attorney /s/ Andrea Matthews, attorney-in-fact for MedImmune Ventures, Inc. 2015-06-24 EX-24.1 2 ex-24d1.htm EX-24.1

Exhibit 24.1

 

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS

 

Know all by these presents, that the undersigned hereby makes, constitutes and appoints Jill C. Milne, Ian C. Sanderson and Andrea Matthews, signing singly and each acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described to:

 

(1)                                 execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer and/or director of, and/or holder of equity in, Catabasis Pharmaceuticals, Inc., a Delaware corporation (the “Company”), Forms 3, 4, and 5 (including any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder (the “Exchange Act”);

 

(2)                                 do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to prepare, complete and execute any such Form 3, 4, or 5, prepare, complete and execute any amendment or amendments thereto, and timely deliver and file such form with the United States Securities and Exchange Commission (the “SEC”) and any stock exchange or similar authority, including without limitation the filing of a Form ID or any other application materials to enable the undersigned to gain or maintain access to the Electronic Data Gathering Analysis and Retrieval System of the SEC;

 

(3)                                 seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information regarding transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to such attorney-in-fact and approves and ratifies any such release of information; and

 

(4)                                 take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming nor relieving, nor is the Company assuming nor relieving, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.  The undersigned acknowledges that neither the Company nor the foregoing attorneys-in-fact assume (i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any

 


 

obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this June 24, 2015.

 

 

 

MEDIMMUNE VENTURES, INC.

 

 

 

 

 

/s/ Ron Laufer

 

Name: Ron Laufer, its Senior Managing Partner