0000899243-20-001851.txt : 20200123
0000899243-20-001851.hdr.sgml : 20200123
20200123172101
ACCESSION NUMBER: 0000899243-20-001851
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200121
FILED AS OF DATE: 20200123
DATE AS OF CHANGE: 20200123
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CANAAN X L.P.
CENTRAL INDEX KEY: 0001619859
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38503
FILM NUMBER: 20543056
BUSINESS ADDRESS:
STREET 1: 285 RIVERSIDE AVE.
STREET 2: SUITE 250
CITY: WESTPORT
STATE: CT
ZIP: 06880
BUSINESS PHONE: 203-855-0400
MAIL ADDRESS:
STREET 1: 285 RIVERSIDE AVE.
STREET 2: SUITE 250
CITY: WESTPORT
STATE: CT
ZIP: 06880
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Canaan Partners X LLC
CENTRAL INDEX KEY: 0001673228
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38503
FILM NUMBER: 20543057
BUSINESS ADDRESS:
STREET 1: 2765 SAND HILL ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 6508548092
MAIL ADDRESS:
STREET 1: 2765 SAND HILL ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Iterum Therapeutics plc
CENTRAL INDEX KEY: 0001659323
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
STATE OF INCORPORATION: L2
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: BLOCK 2 FLOOR 3, HARCOURT CENTRE
STREET 2: HARCOURT STREET
CITY: DUBLIN
STATE: L2
ZIP: 2
BUSINESS PHONE: (872) 225-6077
MAIL ADDRESS:
STREET 1: BLOCK 2 FLOOR 3, HARCOURT CENTRE
STREET 2: HARCOURT STREET
CITY: DUBLIN
STATE: L2
ZIP: 2
FORMER COMPANY:
FORMER CONFORMED NAME: Iterum Therapeutics Ltd
DATE OF NAME CHANGE: 20151124
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-01-21
0
0001659323
Iterum Therapeutics plc
ITRM
0001619859
CANAAN X L.P.
2765 SAND HILL ROAD
MENLO PARK
CA
94025
1
0
1
0
0001673228
Canaan Partners X LLC
2765 SAND HILL ROAD
MENLO PARK
CA
94025
1
0
1
0
6.500% Exchangeable Senior Subordinated Note due 2025
2020-01-21
4
A
0
2000000.00
2000000.00
A
2025-01-31
Ordinary Shares
2000000
2000000.00
D
On January 21, 2020, Iterum Therapeutics Bermuda Limited (the "Issuer"), a wholly-owned subsidiary of Iterum Therapeutics plc (the "Company"), issued and sold, among other things, 6.500% exchangeable senior subordinated notes due 2025 (the "Exchangeable Notes") pursuant to a securities purchase agreement among the Issuer, the Company, the Company's wholly-owned subsidiaries and a group of accredited investors. Subject to the terms of the indenture governing the Exchangeable Notes, on or after January 21, 2021 until the second scheduled trading day immediately preceding January 15, 2025, holders may exchange the Exchangeable Notes at any time. The Exchangeable Notes are exchangeable into, at the Company's election, Ordinary Shares of the Company, cash or a combination of Ordinary Shares and cash, at an initial exchange rate of 1,000 shares per $1,000
(continued from footnote 1) principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $1.00 per Ordinary Share). The Exchangeable Notes mature on January 31, 2025, unless earlier exchanged, redeemed or repurchased in accordance with their terms.
This Exchangeable Note is held directly by Canaan X L.P. (the "Canaan Fund"). The sole general partner of the Canaan Fund is Canaan Partners X LLC ("Canaan X", and together with the Canaan Fund, the "Canaan Entities"), and each may be deemed to have sole voting, investment and dispositive power with respect to the securities held by the Canaan Fund. Brenton K. Ahrens, a manager and member of Canaan X, serves as the representative of the Canaan Entities on the Company's board of directors. Investment and voting decisions with respect to the securities held by the Canaan Fund are made by the managers of Canaan X, collectively. Canaan X disclaims Section 16 beneficial ownership of the securities held by the Canaan Fund, except to the extent, if any, of its pecuniary interest therein.
Canaan X L.P., By: Canaan Partners X LLC, its general partner, By: /s/ Janine MacDonald, Attorney-in-Fact
2020-01-23
Canaan Partners X LLC, By: /s/ Janine MacDonald, Attorney-in-Fact
2020-01-23