0001182489-17-000013.txt : 20170111
0001182489-17-000013.hdr.sgml : 20170111
20170111171323
ACCESSION NUMBER: 0001182489-17-000013
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170101
FILED AS OF DATE: 20170111
DATE AS OF CHANGE: 20170111
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Nexvet Biopharma plc
CENTRAL INDEX KEY: 0001618561
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
STATE OF INCORPORATION: L2
FISCAL YEAR END: 0630
BUSINESS ADDRESS:
STREET 1: UNIT 5, SRAGH TECHNOLOGY PARK
STREET 2: RAHAN ROAD
CITY: TULLAMORE , CO. OFFALY
STATE: L2
ZIP: R35 FR98
BUSINESS PHONE: 353 1 215 8100
MAIL ADDRESS:
STREET 1: UNIT 5, SRAGH TECHNOLOGY PARK
STREET 2: RAHAN ROAD
CITY: TULLAMORE , CO. OFFALY
STATE: L2
ZIP: R35 FR98
FORMER COMPANY:
FORMER CONFORMED NAME: NEXVET BIOPHARMA Ltd
DATE OF NAME CHANGE: 20140903
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Dreyfuss Philip D
CENTRAL INDEX KEY: 0001693981
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36828
FILM NUMBER: 17523478
MAIL ADDRESS:
STREET 1: C/O FARALLON CAPITAL MANAGEMENT, L.L.C.
STREET 2: ONE MARITIME PLAZA, SUITE 2100
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
3
1
edgar.xml
FORM 3 -
X0206
3
2017-01-01
0
0001618561
Nexvet Biopharma plc
NVET
0001693981
Dreyfuss Philip D
C/O FARALLON CAPITAL MANAGEMENT, L.L.C.
ONE MARITIME PLAZA, SUITE 2100
SAN FRANCISCO
CA
94111
0
0
1
1
Member of Group Owning 10%
Ordinary Shares
833845
I
See footnotes
Ordinary Shares
899268
I
See footnote
Ordinary Shares
915583
I
See footnote
Warrants (right to buy)
8.625
2014-11-18
2019-04-30
Ordinary Shares
212500
I
See footnote
Warrants (right to buy)
8.625
2014-11-18
2019-04-30
Ordinary Shares
229172
I
See footnote
Warrants (right to buy)
8.625
2014-11-18
2019-04-30
Ordinary Shares
233328
I
See footnote
The amount of securities shown in this row is owned directly by Akubra Investors, LLC ("Akubra").
The amount of securities shown in this row is owned directly by Bushranger Funding, LLC ("Bushranger").
The amount of securities shown in this row is owned directly by Ute Holdings, LLC ("Ute" and, together with Akubra and Bushranger, the "Farallon SPVs").
All such securities were previously reported by the Farallon Capital Management, L.L.C. (the "Management Company"), Farallon Partners, L.L.C. (the "Farallon General Partner") and related individuals on Forms 3 filed on February 4, 2015 and Forms 4 filed on February 11, 2015, September 11, 2015 and February 26, 2016 (collectively, the "Prior Filings"). There have been no transactions in such securities by any such entities or individuals since the filing of the Prior Filings.
The members of Akubra are FCIP XR 2014, L.L.C. ("FCIP XR") and Noonday Special Situation Partners, L.P. ("NSSP") (each, a "Farallon Akubra Fund"). As the general partner of NSSP, NGP, L.L.C. (the "NSSP General Partner") may be deemed to be a beneficial owner of the Issuer's securities indirectly held by NSSP as a Farallon Akubra Fund.
As the manager of the NSSP General Partner, the Management Company may be deemed to be a beneficial owner of the Issuer's securities held by NSSP as a Farallon Akubra Fund.
The members of Bushranger are FCP XR 2014, L.L.C. ("FCP XR"), Farallon Capital Institutional Partners III, L.P. ("FCIP III"), and Farallon Capital AA Investors, L.P. ("FCAAI") (collectively, the "Farallon Bushranger Funds"). As the general partner of FCAAI, Farallon AA GP, L.L.C. (the "FCAAI General Partner") may be deemed to be a beneficial owner of the Issuer's securities indirectly held by FCAAI as a Farallon Bushranger Fund.
The members of Ute are FCOI II SS 2014, Ltd. ("FCOI II SS"), Farallon Capital Institutional Partners II, L.P. ("FCIP II"), and Farallon Special Situation Partners VI, L.P. ("FSSP VI") (collectively, the "Farallon Ute Funds"). As the general partner of FSSP VI, Farallon Partners GP VI, L.L.C. (the "FSSP VI General Partner") may be deemed to be a beneficial owner of the Issuer's securities indirectly held by FSSP VI as a Farallon Ute Fund.
As the general partner of each of (a) the sole member of FCIP XR, (b) the sole member of FCP XR, (c) FCIP III, (d) the sole member of FCOI II SS and (e) FCIP II, the Farallon General Partner may be deemed to be a beneficial owner of the Issuer's securities indirectly held by FCIP XR as a Farallon Akubra Fund, FCP XR and FCIP III as Farallon Bushranger Funds, and FCOI II SS and FCIP II as Farallon Ute Funds.
Effective as of January 1, 2017, Philip D. Dreyfuss ("Dreyfuss") became a managing member of both the Farallon General Partner and the Management Company, and a manager of both the FCAAI General Partner and the FSSP VI General Partner, in each case with the power to exercise investment discretion and, as such, may be deemed to be a beneficial owner of the Issuer's securities held by the Farallon SPVs.
Each of Dreyfuss and the individuals identified in the Prior Filings disclaims any beneficial ownership of any of the Issuer's securities reported or referred to herein or therein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "'34 Act"), or otherwise, except to the extent of his or her pecuniary interest, if any. Each of the Farallon General Partner, the Management Company, the NSSP General Partner, the FCAAI General Partner and the FSSP VI General Partner disclaims any beneficial ownership of any Issuer's securities reported or referred to herein or in the Prior Filings for purposes of Section 16 of the '34 Act or otherwise, except as to securities representing its pro rata interest in, and interest in the profits of, the Farallon SPVs.
Dreyfuss, together with the entities and individuals identified in the Prior Filings, and two other individuals who also became managing members of the Farallon General Partner effective as of January 1, 2017 and are filing respective Forms 3 on the date hereof with respect to the securities described herein, may be deemed members of a group holding equity securities of the Issuer. The filing of this Form 3 shall not be deemed to be an admission that such entities and individuals are members of such group.
/s/ Michael B. Fisch, as attorney-in-fact and/or authorized signer for Philip D. Dreyfuss
2017-01-11