0001104659-20-021996.txt : 20200214 0001104659-20-021996.hdr.sgml : 20200214 20200214170152 ACCESSION NUMBER: 0001104659-20-021996 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200214 DATE AS OF CHANGE: 20200214 GROUP MEMBERS: ALEXANDRIA EQUITIES NO. 7, LLC GROUP MEMBERS: ALEXANDRIA VENTURE INVESTMENTS, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Applied Therapeutics Inc. CENTRAL INDEX KEY: 0001697532 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-91017 FILM NUMBER: 20621595 BUSINESS ADDRESS: STREET 1: 545 5TH AVENUE, SUITE 1400 CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-220-9319 MAIL ADDRESS: STREET 1: 545 5TH AVENUE, SUITE 1400 CITY: NEW YORK STATE: NY ZIP: 10017 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ALEXANDRIA REAL ESTATE EQUITIES, INC. CENTRAL INDEX KEY: 0001035443 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 954502084 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 26 NORTH EUCLID AVENUE CITY: PASADENA STATE: CA ZIP: 91101 BUSINESS PHONE: 6265780777 MAIL ADDRESS: STREET 1: 26 NORTH EUCLID AVENUE CITY: PASADENA STATE: CA ZIP: 91101 FORMER COMPANY: FORMER CONFORMED NAME: ALEXANDRIA REAL ESTATE EQUITIES INC DATE OF NAME CHANGE: 19970311 SC 13G/A 1 tm208177-2_sc13ga.htm SC 13G/A

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

(Amendment No. 1)

 

Under the Securities Exchange Act of 1934

 

 

APPLIED Therapeutics, Inc.

 

(Name of Issuer)

 

COMMON STOCK, $0.0001 PAR VALUE PER SHARE

 

(Title of Class of Securities)

 

03828A101

 

(CUSIP Number)

 

December 31, 2019

 

(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)

 

x Rule 13d-1(c)

 

¨ 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 the disclosures provided in a prior cover page.

 

The information required in 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 (“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. 03828A101Page 2 of 9 Pages

 

1.

Name of Reporting Persons

 

Alexandria Real Estate Equities, Inc.

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a) ¨

(b) x

3. SEC USE ONLY
4.

Citizenship or Place of Organization

 

Maryland

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

 5.

Sole Voting Power

 

0

6.

Shared Voting Power

 

2,925,576 (1)

7.

Sole Dispositive Power

 

0

8.

Shared Dispositive Power

 

3,390,576 (2)

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

3,390,576 (2)

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ¨
11.

Percent of Class Represented by Amount in Row (9)

 

18.3% (3)

12.

Type of Reporting Person (See Instructions)

 

CO

 

 

 

(1)Consists of: (i) 706,599 shares of the Issuer’s common stock held by Alexandria Venture Investments, LLC (“AVI”) and (ii) 2,218,977 shares of the Issuer’s common stock held directly by Alexandria Equities No. 7, LLC (“AE7”). Each of AVI and AE7 are indirect, wholly-owned subsidiaries of Alexandria Real Estate Equities, Inc. (“ARE”) and, accordingly, ARE may be deemed to share voting and dispositive power with AVI and AE7 with respect to the shares reported herein.

(2)Consists of: (i) 1,171,599 shares of the Issuer’s common stock held directly by AVI; and (ii) 2,218,977 shares of the Issuer’s common stock held directly by AE7. Each of AVI and AE7 are indirect, wholly-owned subsidiaries of ARE and, accordingly, ARE may be deemed to share voting and dispositive power with AVI and AE7 with respect to the shares reported herein.

(3)This percentage is calculated based upon 18,514,534 outstanding shares of the Issuer’s common stock as of November 12, 2019, as reported in the Issuer’s Prospectus filed pursuant to Rule 424(b)(4) (Registration No. 333-235504) filed with the Securities and Exchange Commission on December 23, 2019.

 

 

CUSIP No. 03828A101Page 3 of 9 Pages

 

1.

Name of Reporting Persons

 

Alexandria Venture Investments, LLC

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a) ¨

(b) x

3. SEC USE ONLY
4.

Citizenship or Place of Organization

 

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

 5.

Sole Voting Power

 

0

6.

Shared Voting Power

 

706,599 (1)

7.

Sole Dispositive Power

 

0

8.

Shared Dispositive Power

 

1,171,599 (1)

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

1,171,599 (1)

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ¨
11.

Percent of Class Represented by Amount in Row (9)

 

6.3% (2)

12.

Type of Reporting Person (See Instructions)

 

OO

 

 

 

(1)These shares are held directly by AVI.

(2)This percentage is calculated based upon 18,514,534 outstanding shares of the Issuer’s common stock, as reported in the Issuer’s Prospectus filed pursuant to Rule 424(b)(4) (Registration No. 333-235504) filed with the Securities and Exchange Commission on December 23, 2019.

 

 

CUSIP No. 03828A101Page 4 of 9 Pages

 

1.

Name of Reporting Persons

 

Alexandria Equities No. 7, LLC

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a) ¨

(b) x

3. SEC USE ONLY
4.

Citizenship or Place of Organization

 

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

 5.

Sole Voting Power

 

0

6.

Shared Voting Power

 

2,218,977 (1)

7.

Sole Dispositive Power

 

0

8.

Shared Dispositive Power

 

2,218,977 (1)

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

2,218,977 (1)

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ¨
11.

Percent of Class Represented by Amount in Row (9)

 

12.0% (2)

12.

Type of Reporting Person (See Instructions)

 

OO

 

 

 

(1)These shares are held directly by AE7.

(2)This percentage is calculated based upon 18,514,534 outstanding shares of the Issuer’s common stock, as reported in the Issuer’s Prospectus filed pursuant to Rule 424(b)(4) (Registration No. 333-235504) filed with the Securities and Exchange Commission on December 23, 2019.

 

 

CUSIP No. 03828A101Page 5 of 9 Pages

 

Item 1(a)Name of Issuer

 

Applied Therapeutics, Inc.

 

Item 1(b) Address of Issuer's Principal Executive Offices

 

545 5th Avenue, Suite 1400

New York, New York 10017

 

Item 2(a) Name of Person Filing

 

This Statement on Schedule 13G has been filed on behalf of the following persons (each, a “Reporting Person” and collectively, the “Reporting Persons”):

 

(1)Alexandria Real Estate Equities, Inc.
(2)Alexandria Venture Investments, LLC
(3)Alexandria Equities No. 7, LLC

 

Item 2(b) Address of Principal Business Office or, if none, Residence

 

The address of each of the Reporting Persons is:

 

26 North Euclid Avenue

Pasadena, California 91101

 

Item 2(c) Citizenship

 

(1)Alexandria Real Estate Equities, Inc. is incorporated in the State of Maryland
(2)Alexandria Venture Investments, LLC is organized in the State of Delaware
(3)Alexandria Equities No. 7, LLC is organized in the State of Delaware

 

Item 2(d) Title of Class of Securities

 

Common stock, $0.0001 par value per share

 

Item 2(e)CUSIP Number

 

03828A101

 

Item 3

 

Not applicable.

 

 

 

CUSIP No. 03828A101Page 6 of 9 Pages

 

Item 4 Ownership

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1

 

(a)Amount beneficially owned: See Row 9 of pages 2, 3, and 4

 

(b)Percent of class: See Row 11 of pages 2, 3, and 4

 

(c)Number of shares as to which the person has:

 

(i)Sole power to vote or to direct the vote: See Row 5 of pages 2, 3, and 4
(ii)Shared power to vote or to direct the vote: See Row 6 of pages 2, 3, and 4
(iii)Sole power to dispose or to direct the disposition of: See Row 7 of pages 2, 3, and 4
(iv)Shared power to dispose or to direct the disposition of: See Row 8 of pages 2, 3, and 4

 

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 person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following.  ¨

 

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

 

Each of Alexandria Venture Investments, LLC and Alexandria Equities No. 7, LLC is the wholly owned subsidiary of Alexandria Real Estate Equities, Inc., which has the exclusive power to vote and dispose of shares directly owned by these subsidiaries.

 

Item 8 Identification and Classification of Members of the Group

 

The Reporting Persons are filing this Schedule 13G jointly, but not as members of a group, and each expressly disclaims membership in a group.

 

Item 9 Notice of Dissolution of Group

 

Not applicable.

 

Item 10 Certification

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

 

 

 

CUSIP No. 03828A101Page 7 of 9 Pages

 

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.

 

Dated: February 14, 2020

 

  Alexandria Real Estate Equities, Inc.
     
  By:  /s/ Dean A. Shigenaga
  Name: Dean A. Shigenaga
  Title:  Co-President and Chief Financial Officer
     
     
  ALEXANDRIA EQUITIES NO. 7, LLC
     
  By: ARE-Special Services, LLC, a Delaware limited liability company, managing member
     
  By: ALEXANDRIA REAL ESTATE EQUITIES, L.P., a Delaware limited partnership, managing member
   
  By: ARE-QRS CORP., a Maryland corporation, general partner
     
  By: Alexandria Real Estate Equities, Inc., a Maryland corporation, sole shareholder
     
  By: /s/ Dean A. Shigenaga
  Name: Dean A. Shigenaga
  Title:  Co-President and Chief Financial Officer
     
     
  Alexandria Venture Investments, LLC
 

By:

Alexandria Real Estate Equities, Inc., a

Maryland corporation, managing member

     
  By: /s/ Dean A. Shigenaga
  Name: Dean A. Shigenaga
  Title:  Co-President and Chief Financial Officer

 

 

 

CUSIP No. 03828A101Page 8 of 9 Pages

 

EXHIBITS

 

A: Joint Filing Agreement

 

 

 

CUSIP No. 03828A101Page 9 of 9 Pages

 

EXHIBIT A

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Applied Therapeutics Inc. and further agree that this agreement be included as an exhibit to such filing. Each party to the agreement expressly authorizes each other party to file on its behalf any and all amendments to such statement. Each party to this agreement agrees that this joint filing agreement may be signed in counterparts.

 

In evidence whereof, the undersigned have caused this Agreement to be executed on their behalf this 14th day of February, 2020.

 

  Alexandria Real Estate Equities, Inc.
     
  By:  /s/ Dean A. Shigenaga
  Name: Dean A. Shigenaga
  Title: Co-President and Chief Financial Officer
     
     
  ALEXANDRIA EQUITIES NO. 7, LLC
     
  By: ARE-Special Services, LLC, a Delaware limited liability company, managing member
     
  By: ALEXANDRIA REAL ESTATE EQUITIES, L.P., a Delaware limited partnership, managing member
     
  By: ARE-QRS CORP., a Maryland corporation, general partner
     
  By: Alexandria Real Estate Equities, Inc., a Maryland corporation, sole shareholder
     
  By: /s/ Dean A. Shigenaga
  Name: Dean A. Shigenaga
  Title:  Co-President and Chief Financial Officer
     
     
  Alexandria Venture Investments, LLC
   
 

By:

Alexandria Real Estate Equities, Inc., a

Maryland corporation, managing member

     
  By: /s/ Dean A. Shigenaga
  Name: Dean A. Shigenaga
  Title:  Co-President and Chief Financial Officer