UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under
the Securities Exchange Act of 1934
(Amendment No. 3)*
Advanced Accelerator Applications S.A.
(Name of Issuer)
Ordinary Shares, nominal value €.10 per share, and
American Depositary Shares, each representing two (2) Ordinary Shares
(Title of Class of Securities)
00790T100**
(CUSIP Number)
December 31, 2018
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[ ] | Rule 13d-1(b) | |
[ ] | Rule 13d-1(c) | |
[X] | Rule 13d-1(d) |
*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.
**This CUSIP number is assigned to the Issuer’s American Depositary Shares, each representing two (2) Ordinary Shares.
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 (“the 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).
CUSIP No. 00790T100 | 13G/A |
1 | Names
of Reporting Persons. Fin Posillipo S.p.A. |
2 | Check the Appropriate Box if a Member of a Group* |
(a) | |||
(b) | X1 |
3 | SEC Use Only | |
4 | Citizenship
or Place of Organization Italy |
Number
of Shares Beneficially Owned by Each Reporting Person With |
5 | Sole
Voting Power 0 |
6 | Shared
Voting Power 0 | |
7 | Sole
Dispositive Power 0 | |
8 | Shared
Dispositive Power 0 |
9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* [ ] | |
11 | Percent
of Class Represented by Amount in Row 9 0% | |
12 | Type
of Reporting Person* CO |
1 The board of directors of Fin Posillipo S.p.A., an Italian corporation (“Fin Posillipo”), has sole voting and investment power with respect to the shares held by such entity. The board of directors of Fin Posillipo is comprised of Carmine Petrone (Chairman), Raffaele Petrone (Managing Director), Gianluca Petrone, none of whom has individual voting or investment power with respect to these shares and each of whom disclaim beneficial ownership of the shares held by Fin Posillipo, except to the extent of any pecuniary interest therein. Raffaele Petrone, Massimo Petrone and Pierluigi Petrone each hold approximately 33.3% of the equity of Fin Posillipo
2 |
CUSIP No. 00790T100 | 13G/A |
1 | Names
of Reporting Persons. Raffaele Petrone | ||
2 | Check the Appropriate Box if a Member of a Group* | ||
(a) | |||
(b) | X2 | ||
3 | SEC Use Only | ||
4 | Citizenship
or Place of Organization Italian |
Number
of Shares Beneficially Owned by Each Reporting Person With |
5 | Sole
Voting Power 0 |
6 | Shared
Voting Power 0 | |
7 | Sole
Dispositive Power 0 | |
8 | Shared
Dispositive Power 0 |
9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* [ ] | |
11 | Percent
of Class Represented by Amount in Row 9 0% | |
12 | Type
of Reporting Person* IN |
2 Mr. Raffaele Petrone, the Managing Director (CEO) and a 33.3% owner of Fin Posillipo. Mr. Petrone disclaims beneficial ownership of the shares directly and indirectly held by Fin Posillipo, except to the extent of any pecuniary interest therein.
3 |
CUSIP No. 00790T100 | 13G/A |
1 | Names of Reporting Persons. Massimo Petrone | ||
2 | Check the Appropriate Box if a Member of a Group* | ||
(a) | |||
(b) | X3 | ||
3 | SEC Use Only | ||
4 | Citizenship or Place of Organization Italian |
Number
of Shares Beneficially Owned by Each Reporting Person With |
5 | Sole
Voting Power 0 |
6 | Shared
Voting Power 0 | |
7 | Sole
Dispositive Power 0 | |
8 | Shared
Dispositive Power 0 |
9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* [ ] | |
11 | Percent
of Class Represented by Amount in Row 9 0% | |
12 | Type
of Reporting Person* IN |
3 Mr. Massimo Petrone, a 33.3% owner of Fin Posillipo, disclaims beneficial ownership of the shares directly and indirectly held by Fin Posillipo, except to the extent of any pecuniary interest therein.
4 |
CUSIP No. 00790T100 | 13G/A |
1 | Names of Reporting Persons. Pierluigi Petrone | ||
2 | Check the Appropriate Box if a Member of a Group* | ||
(a) | |||
(b) | X4 | ||
3 | SEC Use Only | ||
4 | Citizenship or Place of Organization Italian |
Number
of Shares Beneficially Owned by Each Reporting Person With |
5 | Sole
Voting Power 0 |
6 | Shared
Voting Power 0 | |
7 | Sole
Dispositive Power 0 | |
8 | Shared
Dispositive Power 0 |
9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 0 | |
10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* [ ] | |
11 | Percent
of Class Represented by Amount in Row 9 0% | |
12 | Type
of Reporting Person* IN |
4 Mr. Pierluigi Petrone, a 33.3% owner of Fin Posillipo, disclaims beneficial ownership of the shares directly and indirectly held by Fin Posillipo, except to the extent of any pecuniary interest therein.
5 |
Item 1 | ||
(a) | Name of Issuer:
Advanced Accelerator Applications S.A. | |
(b) | Address of Issuer’s Principal Executive Offices:
20 rue Diesel 01630 Saint Genis Pouilly, France | |
Item 2 | ||
(a) | Name of Person(s) Filing:
Fin Posillipo S.p.A. Raffaele Petrone Massimo Petrone Pierluigi Petrone | |
(b) | Address of Principal Business Office:
The address for each Reporting Person is: Via Artemisia Gentileschi 26 Naples (NA), Italy 80126 | |
(c) | Citizenship:
Fin Posillipo S.p.A. is a corporation organized in Naples, Italy. Raffaele Petrone, Massimo Petrone and Pierluigi Petrone are Italian citizens. | |
(d) | Title of Class of Securities:
American Depository shares which represent two ordinary shares of the Issuer, nominal value €.10 per share. | |
(e) | CUSIP Number:
00790T100
This CUSIP number is assigned to the Issuer’s American Depository Shares, each representing two (2) ordinary shares. | |
Item 3. | Not applicable. |
Item 4. | Ownership | |
(a) | Amount beneficially owned:
0 | |
(b) | Percent of class:
0% |
6 |
(c) | Number of shares as to which the person has:
| |||
(i) | Sole power to vote or to direct the vote | |||
Fin Posillipo S.p.A. Raffaele Petrone Massimo Petrone Pierluigi Petrone |
0 0 0 0 | |||
(ii) | Shared power to vote or to direct the vote | |||
Fin Posillipo S.p.A. Raffaele Petrone Massimo Petrone Pierluigi Petrone |
0 0 0 0 | |||
(iii) | Sole power to dispose or to direct the disposition of | |||
Fin Posillipo S.p.A. Raffaele Petrone Massimo Petrone Pierluigi Petrone |
0 0 0 0 | |||
(i) | Shared power to dispose or to direct the disposition of | |||
Fin Posillipo S.p.A. Raffaele Petrone Massimo Petrone Pierluigi Petrone |
0 0 0 0 |
Item 5 | Ownership of Five Percent or Less of a Class. |
If this statement is being filed to report the fact that as of the date hereof, the reporting persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [X] | |
Item 6 | Ownership of More than Five Percent on Behalf of Another Person. |
Not applicable. | |
Item 7 | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. |
Not applicable. | |
Item 8 | Identification and Classification of Members of the Group. |
See Exhibit A attached hereto. | |
Item 9 | Notice of Dissolution of Group. |
Not applicable. | |
Item 10 | Certification. |
Not applicable. |
7 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
FIN POSILLIPO S.P.A. | ||
By: | /s/ Raffaele Petrone | |
Date: February 26, 2019 | Name: Title: |
Raffaele Petrone Managing Director |
/s/ Raffaele Petrone | ||
Date: February 26, 2019 | Raffaele Petrone, individually | |
/s/ Massimo Petrone | ||
Date: February 26, 2019 | Massimo Petrone, individually | |
/s/ Pierluigi Petrone | ||
Date: February 26, 2019 | Pierluigi Petrone, individually |
8 |
Exhibit A
AGREEMENT
Pursuant to Rule 13d-1(k)(1) promulgated pursuant to the Securities Exchange Act of 1934, as amended, the undersigned agree that the attached Schedule 13G/A is being filed on behalf of each of the undersigned.
Dated: February 26, 2019
FIN POSILLIPO S.P.A. | ||
By: | /s/ Raffaele Petrone | |
Name: | Raffaele Petrone | |
Title: | Managing Director | |
/s/ Raffaele Petrone | ||
Raffaele Petrone, individually | ||
/s/ Massimo Petrone | ||
Massimo Petrone, individually | ||
/s/ Pierluigi Petrone | ||
Pierluigi Petrone, individually |
9 |