0000947871-22-000751.txt : 20220707
0000947871-22-000751.hdr.sgml : 20220707
20220707172716
ACCESSION NUMBER: 0000947871-22-000751
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220421
FILED AS OF DATE: 20220707
DATE AS OF CHANGE: 20220707
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sukhtian Ghiath M.
CENTRAL INDEX KEY: 0001717441
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37759
FILM NUMBER: 221072375
MAIL ADDRESS:
STREET 1: 7TH CIRCLE, ZAHRAN ST.
STREET 2: ZAHRAN PLAZA BUILDING, 4TH FLOOR
CITY: AMMAN
STATE: M2
ZIP: 11844
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GMS Ventures & Investments
CENTRAL INDEX KEY: 0001804598
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37759
FILM NUMBER: 221072374
BUSINESS ADDRESS:
STREET 1: C/O INTERTRUST CORP. SVCS. (CAYMAN) LTD.
STREET 2: 190 ELGIN AVENUE
CITY: GEORGE TOWN
STATE: E9
ZIP: KYI-9007
BUSINESS PHONE: 962 6 582 7999
MAIL ADDRESS:
STREET 1: C/O INTERTRUST CORP. SVCS. (CAYMAN) LTD.
STREET 2: 190 ELGIN AVENUE
CITY: GEORGE TOWN
STATE: E9
ZIP: KYI-9007
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Outlook Therapeutics, Inc.
CENTRAL INDEX KEY: 0001649989
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 383982704
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 485 ROUTE 1 SOUTH
STREET 2: BUILDING F, SUITE 320
CITY: ISELIN
STATE: NJ
ZIP: 08830
BUSINESS PHONE: 6096193990
MAIL ADDRESS:
STREET 1: 485 ROUTE 1 SOUTH
STREET 2: BUILDING F, SUITE 320
CITY: ISELIN
STATE: NJ
ZIP: 08830
FORMER COMPANY:
FORMER CONFORMED NAME: Oncobiologics, Inc.
DATE OF NAME CHANGE: 20150804
4/A
1
ownership.xml
X0306
4/A
2022-04-21
2022-04-22
0
0001649989
Outlook Therapeutics, Inc.
OTLK
0001717441
Sukhtian Ghiath M.
7TH CIRCLE, ZAHRAN STREET
ZAHRAN PLAZA BLDG, 4TH FLOOR
AMMAN
M2
11844
JORDAN
1
0
1
0
0001804598
GMS Ventures & Investments
C/O INTERTRUST CORP. SVCS. (CAYMAN) LTD.
190 ELGIN AVENUE
GEORGE TOWN, GRAND CAYMAN
E9
KY1-9007
CAYMAN ISLANDS
1
0
1
0
Common Stock
2022-04-21
4
J
0
27982529
A
55816786
I
See Footnotes
This Form 4/A corrects and replaces the Form 4 filed on April 22, 2022 (the "Original Form 4"), which due to an administrative error incorrectly identified Faisal Ghiath Sukhtian as a Reporting Person. The correct Reporting Person is Ghiath M. Sukhtian ("Ghiath Sukhtian"). No other changes have been made to the Original Form 4.
On April 21, 2022, GMS Ventures & Investments ("GMS Ventures") entered into a share purchase agreement with BioLexis Pte Ltd. ("BioLexis"), pursuant to which, in connection with the transactions contemplated thereby (the "Restructuring"), GMS Ventures took direct ownership of the Issuer's shares that GMS Ventures and its affiliates (collectively, "GMS") indirectly held through its ownership in BioLexis. Upon the completion of the Restructuring, GMS will no longer be a shareholder in BioLexis. The transfer of the Issuer's shares to GMS Ventures in connection with the Restructuring occurred at the historic cost basis of GMS's investment in BioLexis for accounting purposes. The Reporting Persons hereby undertake to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the price at which the transfer was effected.
These securities are held of record by GMS Ventures. Ghiath Sukhtian, a natural person, is the holder of a controlling interest in GMS Ventures. GMS Ventures has designated two representatives to serve on the Issuer's board of directors. Therefore, each of GMS Ventures and Ghiath Sukhtian may be deemed a director by deputization.
By virtue of the relationships described above in Footnote 2, Ghiath Sukhtian may be deemed to have voting and investment power with respect to the securities held by GMS Ventures noted above and as a result may be deemed to beneficially own such securities for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The Reporting Persons disclaim beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons are the beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
/s/ Ghiath M. Sukhtian, By: Lawrence Kenyon, Attorney-in-Fact
2022-07-07
/s/ GMS Ventures and Investments, By: Lawrence Kenyon, Attorney-in-Fact
2022-07-07