0000899243-18-027747.txt : 20181030
0000899243-18-027747.hdr.sgml : 20181030
20181030213251
ACCESSION NUMBER: 0000899243-18-027747
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20181030
FILED AS OF DATE: 20181030
DATE AS OF CHANGE: 20181030
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Andera Partners
CENTRAL INDEX KEY: 0001757283
STATE OF INCORPORATION: I0
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38721
FILM NUMBER: 181148514
BUSINESS ADDRESS:
STREET 1: 374 RUE SAINT ST HONORE
CITY: PARIS
STATE: I0
ZIP: 75001
BUSINESS PHONE: 33-1-85-73-6603
MAIL ADDRESS:
STREET 1: 374 RUE SAINT ST HONORE
CITY: PARIS
STATE: I0
ZIP: 75001
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BioDiscovery 4 FCPR
CENTRAL INDEX KEY: 0001756321
STATE OF INCORPORATION: I0
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38721
FILM NUMBER: 181148515
BUSINESS ADDRESS:
STREET 1: 374 RUE SAINT-HONORE
CITY: PARIS
STATE: I0
ZIP: 75001
BUSINESS PHONE: 949-396-6322
MAIL ADDRESS:
STREET 1: 374 RUE SAINT-HONORE
CITY: PARIS
STATE: I0
ZIP: 75001
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Axonics Modulation Technologies, Inc.
CENTRAL INDEX KEY: 0001603756
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
IRS NUMBER: 454744083
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 26 TECHNOLOGY DRIVE
CITY: IRVINE
STATE: CA
ZIP: 92618
BUSINESS PHONE: 949-396-6322
MAIL ADDRESS:
STREET 1: 26 TECHNOLOGY DRIVE
CITY: IRVINE
STATE: CA
ZIP: 92618
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2018-10-30
0
0001603756
Axonics Modulation Technologies, Inc.
AXNX
0001757283
Andera Partners
374 RUE SAINT ST HONORE ST.
75001 PARIS
0
0
1
0
0001756321
BioDiscovery 4 FCPR
374 RUE SAINT ST HONORE ST.
75001 PARIS
0
0
1
0
Series A Preferred Stock
Common Stock
799228
I
See footnote
Series B-1 Preferred Stock
Common Stock
806080
I
See footnote
Series B-2 Preferred Stock
Common Stock
431250
I
See footnote
Series C Preferred Stock
Common Stock
654237
I
See footnote
Each share of Series A preferred stock is convertible, at any time, at the reporting person's election, into shares of the Issuer's common stock at the then-effective conversion rate for no additional consideration in accordance with the Issuer's Fourth Amended and Restated Certificate of Incorporation, as amended to date. In addition, effective upon the closing of the Issuer's initial public offering of its common stock under the Securities Act of 1933, as amended, each share of the Series A preferred stock will automatically convert into 2.31660 shares of the Issuer's common stock. The Series A preferred stock has no expiration date.
Reflects a 1.2-for-1 forward stock split of the Issuer's common stock effected on October 18, 2018.
This report is filed jointly by Andera Partners ("Andera") and BioDiscovery 4 FCPR ("BioDiscovery"). The shares are held of record by BioDiscovery. Andera is the manager of BioDiscovery and may be deemed to have sole voting and dispositive power over the shares held by BioDiscovery.
Each share of Series B-1 preferred stock is convertible, at any time, at the reporting person's election, into shares of the Issuer's common stock at the then-effective conversion rate for no additional consideration in accordance with the Issuer's Fourth Amended and Restated Certificate of Incorporation, as amended to date. In addition, effective upon the closing of the Issuer's initial public offering of its common stock under the Securities Act of 1933, as amended, each share of the Series B-1 preferred stock will automatically convert into 1.2 shares of the Issuer's common stock. The Series B-1 preferred stock has no expiration date.
Each share of Series B-2 preferred stock is convertible, at any time, at the reporting person's election, into shares of the Issuer's common stock at the then-effective conversion rate for no additional consideration in accordance with the Issuer's Fourth Amended and Restated Certificate of Incorporation, as amended to date. In addition, effective upon the closing of the Issuer's initial public offering of its common stock under the Securities Act of 1933, as amended, each share of the Series B-2 preferred stock will automatically convert into 1.2 shares of the Issuer's common stock. The Series B-2 preferred stock has no expiration date.
Each share of Series C preferred stock is convertible, at any time, at the reporting person's election, into shares of the Issuer's common stock at the then-effective conversion rate for no additional consideration in accordance with the Issuer's Fourth Amended and Restated Certificate of Incorporation, as amended to date. In addition, effective upon the closing of the Issuer's initial public offering of its common stock under the Securities Act of 1933, as amended, each share of the Series C preferred stock will automatically convert into 1.2 shares of the Issuer's common stock. The Series C preferred stock has no expiration date.
/s/ Aichatou DIOP for Andera Partners
2018-10-30
/s/ Aichatou DIOP for BioDiscovery 4 FCPR
2018-10-30