CUSIP No. 57886P103
|
|
Page 2 of 13
|
|||
|
|
|
|||
1
|
NAMES OF REPORTING PERSONS
Larry N. Feinberg
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [X]
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
PF
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
211,875
|
|||
8
|
SHARED VOTING POWER
2,259,503
|
||||
9
|
SOLE DISPOSITIVE POWER
211,875
|
||||
10
|
SHARED DISPOSITIVE POWER
2,259,503
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,471,378
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.28%*
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
CUSIP No. 57886P103
|
|
Page 3 of 13
|
|||
|
|
|
|||
1
|
NAMES OF REPORTING PERSONS
Oracle Associates, LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [X]
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
N/A
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
-0-
|
|||
8
|
SHARED VOTING POWER
2,179,203
|
||||
9
|
SOLE DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED DISPOSITIVE POWER
2,179,203
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,179,203
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.06%*
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
CUSIP No. 57886P103
|
|
Page 4 of 13
|
|||
|
|
|
|||
1
|
NAMES OF REPORTING PERSONS
Oracle Partners, LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [X]
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
-0-
|
|||
8
|
SHARED VOTING POWER
1,613,826
|
||||
9
|
SOLE DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED DISPOSITIVE POWER
1,613,826
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,613,826
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.71%*
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
CUSIP No. 57886P103
|
|
Page 5 of 13
|
|||
|
|
|
|||
1
|
NAMES OF REPORTING PERSONS
Oracle Institutional Partners, LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [X]
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
N/A
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
-0-
|
|||
8
|
SHARED VOTING POWER
260,570
|
||||
9
|
SOLE DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED DISPOSITIVE POWER
260,570
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
260,570
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.08%*
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
CUSIP No. 57886P103
|
|
Page 6 of 13
|
|||
|
|
|
|||
1
|
NAMES OF REPORTING PERSONS
Oracle Ten Fund Master, LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [X]
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
N/A
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
-0-
|
|||
8
|
SHARED VOTING POWER
304,807
|
||||
9
|
SOLE DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED DISPOSITIVE POWER
304,807
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
304,807
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.27%*
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
CUSIP No. 57886P103
|
|
Page 7 of 13
|
|||
|
|
|
|||
1
|
NAMES OF REPORTING PERSONS
Oracle Investment Management, Inc.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [X]
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
N/A
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
-0-
|
|||
8
|
SHARED VOTING POWER
369,807
|
||||
9
|
SOLE DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED DISPOSITIVE POWER
369,807
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
369,807
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.54%*
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
CUSIP No. 57886P103
|
|
Page 8 of 13
|
|||
|
|
|
|||
1
|
NAMES OF REPORTING PERSONS
Oracle Investment Management, Inc. Employees’ Retirement Plan
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [X]
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
-0-
|
|||
8
|
SHARED VOTING POWER
65,000
|
||||
9
|
SOLE DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED DISPOSITIVE POWER
65,000
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
65,000
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.27%*
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
CUSIP No. 57886P103
|
|
Page 9 of 13
|
|||
|
|
|
|||
1
|
NAMES OF REPORTING PERSONS
The Feinberg Family Foundation
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [X]
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
N/A
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
-0-
|
|||
8
|
SHARED VOTING POWER
15,300
|
||||
9
|
SOLE DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED DISPOSITIVE POWER
15,300
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,300
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.06%*
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(i)
|
Oracle Partners may be deemed to beneficially own 1,613,826 American Depositary Shares, representing 6.71% of the outstanding Ordinary Shares;
|
(ii)
|
Oracle Ten Fund may be deemed to beneficially own 304,807 American Depositary Shares, representing 1.27% of the outstanding Ordinary Shares;
|
(iii)
|
Oracle Institutional Partners may be deemed to beneficially own 260,570 American Depositary Shares, representing 1.08% of the outstanding Ordinary Shares;
|
(iv)
|
Oracle Associates, due to its relationship with Oracle Partners, Oracle Institutional Partners and Oracle Ten Fund, may be deemed to beneficially own 2,179,203 American Depositary Shares, representing 9.06% of the outstanding Ordinary Shares;
|
(v)
|
the Foundation may be deemed to beneficially own 15,300 American Depositary Shares, representing 0.06% of the outstanding Ordinary Shares;
|
(vi)
|
the Retirement Plan may be deemed to beneficially own 65,000 American Depositary Shares, representing 0.27% of the outstanding Ordinary Shares;
|
(vii)
|
Investment Manager, due to its relationship with Oracle Ten Fund and the Retirement Plan, may be deemed to beneficially own 369,807 American Depositary Shares, representing 1.54% of the outstanding Ordinary Shares;
|
(viii)
|
Mr. Feinberg, due to his respective relationships with the other Reporting Persons, may be deemed to beneficially own 2,471,378 American Depositary Shares, representing 10.28% of the outstanding Ordinary Shares,
|
Transacting Party
|
Date
|
Transaction Type
|
Number of
ADSs
|
Price Per ADS
(excluding commissions) |
Oracle Partners
|
04/12/2017
|
Open Market Sale
|
40,000
|
$31.14
|
Oracle Partners
|
04/19/2017
|
Open Market Sale
|
4,000
|
$32.89
|
Oracle Partners
|
04/20/2017
|
Open Market Sale
|
119,228
|
$34.35
|
Oracle Institutional Partners
|
04/12/2017
|
Open Market Sale
|
8,000
|
$31.14
|
Oracle Institutional Partners
|
04/19/2017
|
Open Market Sale
|
650
|
$32.89
|
Oracle Institutional Partners
|
04/20/2017
|
Open Market Sale
|
22,950
|
$34.35
|
Oracle Ten Fund
|
04/12/2017
|
Open Market Sale
|
12,000
|
$31.14
|
Oracle Ten Fund
|
04/19/2017
|
Open Market Sale
|
4,399
|
$32.82
|
Oracle Ten Fund
|
04/19/2017
|
Open Market Purchase
|
3,310
|
$32.56
|
Oracle Ten Fund
|
04/19/2017
|
Open Market Sale
|
847
|
$32.89
|
Dated: April 25, 2017
|
ORACLE PARTNERS, L.P.
By: ORACLE ASSOCIATES, LLC, its general partner
By: /s/ Larry N. Feinberg
Name: Larry N. Feinberg Title: Managing Member |
Dated: April 25, 2017
|
ORACLE INSTITUTIONAL PARTNERS, L.P.
By: ORACLE ASSOCIATES, LLC, its general partner
By: /s/ Larry N. Feinberg
Name: Larry N. Feinberg Title: Managing Member |
Dated: April 25, 2017
|
ORACLE TEN FUND MASTER, LP
By: ORACLE ASSOCIATES, LLC, its general partner
By: /s/ Larry N. Feinberg
Name: Larry N. Feinberg
Title: Managing Member
|
Dated: April 25, 2017
|
ORACLE ASSOCIATES, LLC
By: /s/ Larry N. Feinberg
Name: Larry N. Feinberg Title: Managing Member |
Dated: April 25, 2017
|
ORACLE INVESTMENT MANAGEMENT, INC.
By: /s/ Larry N. Feinberg
Name: Larry N. Feinberg Title: President and Director |
Dated: April 25, 2017
|
THE FEINBERG FAMILY FOUNDATION
By: /s/ Larry N. Feinberg
Name: Larry N. Feinberg Title: Trustee |
Dated: April 25, 2017
|
ORACLE INVESTMENT MANAGEMENT, INC.
EMPLOYEES’ RETIREMENT PLAN
By: /s/ Larry N. Feinberg
Name: Larry N. Feinberg Title: Trustee |
Dated: April 25, 2017
|
LARRY N. FEINBERG
By: /s/ Larry N. Feinberg
|