0001813316-20-000001.txt : 20200610 0001813316-20-000001.hdr.sgml : 20200610 20200610191752 ACCESSION NUMBER: 0001813316-20-000001 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200610 FILED AS OF DATE: 20200610 DATE AS OF CHANGE: 20200610 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BP Directors, LP CENTRAL INDEX KEY: 0001813311 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39318 FILM NUMBER: 20955828 BUSINESS ADDRESS: STREET 1: 1751 RIVER RUN, SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 BUSINESS PHONE: 817-381-5370 MAIL ADDRESS: STREET 1: 1751 RIVER RUN, SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cavu Advisors, LLC CENTRAL INDEX KEY: 0001813310 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39318 FILM NUMBER: 20955829 BUSINESS ADDRESS: STREET 1: 1751 RIVER RUN, SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 BUSINESS PHONE: 817-381-5370 MAIL ADDRESS: STREET 1: 1751 RIVER RUN, SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cavu Management, LP CENTRAL INDEX KEY: 0001813270 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39318 FILM NUMBER: 20955830 BUSINESS ADDRESS: STREET 1: 1751 RIVER RUN, SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 BUSINESS PHONE: 817-381-5370 MAIL ADDRESS: STREET 1: 1751 RIVER RUN, SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kreis Leslie W. CENTRAL INDEX KEY: 0001813316 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39318 FILM NUMBER: 20955831 MAIL ADDRESS: STREET 1: 1920 MCKINNEY AVENUE, 7TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Lantern Pharma Inc. CENTRAL INDEX KEY: 0001763950 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 463973463 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1920 MCKINNEY AVENUE STREET 2: 7TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 972-277-1136 MAIL ADDRESS: STREET 1: 1920 MCKINNEY AVENUE STREET 2: 7TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: Lantern Pharma DATE OF NAME CHANGE: 20190108 3 1 primary_doc.xml PRIMARY DOCUMENT X0206 3 2020-06-10 0 0001763950 Lantern Pharma Inc. LTRN 0001813316 Kreis Leslie W. C/O LANTERN PHARMA INC. 1920 MCKINNEY AVENUE, 7TH FLOOR DALLAS TX 75201 1 0 1 0 0001813270 Cavu Management, LP 1751 RIVER RUN, SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001813310 Cavu Advisors, LLC 1751 RIVER RUN, SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001813311 BP Directors, LP 1751 RIVER RUN, SUITE 400 FORT WORTH TX 76107 0 0 1 0 Common Stock 64734 I By Bios Fund II, LP Common Stock 211456 I By Bios Fund II QP, LP Common Stock 28308 I By Bios Fund II NT, LP Series A Preferred Stock Common Stock 503606 I By Bios Fund I, LP Series A Warrants 3.13 2017-03-17 2022-03-17 Common Stock 60431 I By Bios Fund I, LP Series A Preferred Stock Common Stock 294557 I By Bios Fund I QP, LP Series A Warrants 3.13 2017-03-17 2022-03-17 Common Stock 35346 I By Bios Fund I QP, LP Series A Preferred Stock Common Stock 139989 I By Bios Fund II, LP Series A Warrants 3.13 2019-03-07 2024-03-07 Common Stock 16799 I By Bios Fund II, LP Series A Preferred Stock Common Stock 457282 I By Bios Fund II QP, LP Series A Warrants 3.13 2019-03-07 2024-03-07 Common Stock 54872 I By Bios Fund II QP, LP Series A Preferred Stock Common Stock 61214 I By Bios Fund II NT, LP Series A Warrants 3.13 2019-03-07 2024-03-07 Common Stock 7346 I By Bios Fund II NT, LP Stock Options 1.03 2018-12-17 2028-12-16 Common Stock 32538 I By BP Directors, LP In connection with the Issuer's initial public offering ("IPO"), the Issuer intends to effect a 1.74-for-1 stock split on its outstanding common stock, which will become effective immediately prior to the closing of the Issuer's IPO ("Stock Split"). The share amounts and the price reflect the anticipated Stock Split. Bios Fund I, LP ("Bios Fund I") is a direct beneficial owner of: (i) 289,429 shares of the Issuer's Series A Preferred Stock, which have no expiration date and will automatically convert into 503,606 shares of common stock immediately prior to the closing of the Issuer's IPO, and (ii) warrants to purchase up to 34,731 shares of the Issuer's Series A Preferred Stock; provided, that upon the closing of the Issuer's IPO, such warrants will be amended to represent a right to purchase up to 60,431 shares of common stock at $3.13 per share. Bios Fund I QP, LP ("Bios Fund I QP") is a direct beneficial owner of: (i) 169,286 shares of the Issuer's Series A Preferred Stock, which have no expiration date and will automatically convert into 294,557 shares of common stock immediately prior to the closing of the Issuer's IPO, and (ii) warrants to purchase up to 20,314 shares of the Issuer's Series A Preferred Stock; provided, that upon the closing of the Issuer's IPO, such warrants will be amended to represent a right to purchase up to 35,346 shares of common stock at $3.13 per share. Bios Fund II, LP ("Bios Fund II") is a direct beneficial owner of: (i) 64,734 shares of common stock, (ii) 80,454 shares of the Issuer's Series A Preferred Stock, which have no expiration date and will automatically convert into 139,989 shares of common stock immediately prior to the closing of the Issuer's IPO, and (iii) warrants to purchase up to 9,655 shares of the Issuer's Series A Preferred Stock; provided, that upon the closing of the Issuer's IPO, such warrants will be amended to represent a right to purchase up to 16,799 shares of common stock at $3.13 per share. Bios Fund II QP, LP ("Bios Fund II QP") is a direct beneficial owner of: (i) 211,456 shares of common stock, (ii) 262,806 shares of the Issuer's Series A Preferred Stock, which have no expiration date and will automatically convert to 457,282 shares of common stock immediately prior to the closing of the Issuer's IPO, and (iii) warrants to purchase up to 31,536 shares of the Issuer's Series A Preferred Stock; provided, that upon the closing of the Issuer's IPO, such warrants will be amended to represent a right to purchase up to 54,872 shares of common stock at $3.13 per share. Bios Fund II NT, LP ("Bios Fund II NT") is a direct beneficial owner of: (i) 28,308 shares of common stock, (ii) 35,181 shares of the Issuer's Series A Preferred Stock, which have no expiration date and will automatically convert to 61,214 shares of common stock immediately prior to the closing of the Issuer's IPO, and (iii) warrants to purchase up to 4,222 shares of Series A Preferred Stock; provided, that upon the closing of the Issuer's IPO, such warrants will be amended to represent a right to purchase up to 7,346 shares of common stock at $3.13 per share. BP Directors, LP ("Bios Directors") is a direct beneficial owner of options to purchase 32,538 shares of common stock exercisable within 60 days. Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, Bios Fund I QP and Bios Directors. Bios Equity Partners II, LP ("Bios Equity II") is the general partner of the following entities: Bios Fund II, Bios Fund II QP and Bios Fund II NT. Cavu Management, LP ("Cavu Management"), an entity managed and controlled by Mr. Kreis, is a general partner of Bios Equity I and Bios Equity II. Cavu Advisors LLC ("Cavu Advisors"), an entity that is managed and controlled by Mr. Kreis, is the general partner of Cavu Management. Mr. Kreis, Cavu Management and Cavu Advisors each share voting and investment control with respect to the shares held by Bios Fund I, Bios Fund I QP, Bios Fund II, Bios Fund II QP, Bios Fund II NT and Bios Directors (collectively, the "Bios Equity Entities"). Because of the relationship between Mr. Kreis, Cavu Management, Cavu Advisors and the Bios Equity Entities, Mr. Kreis, Cavu Management and Cavu Advisors each may be deemed to beneficially own the shares held directly by the Bios Equity Entities. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. This Form 3 is the first of two Forms 3 filed relating to the same event. The Form 3 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 3 to a maximum of 10 reporting person. The second Form 3 will be filed by Aaron Glenn Louis Fletcher as the designated filer. /s/ Leslie W. Kreis, Jr. 2020-06-10 Cavu Management, LP, By: Cavu Advisors, LLC, its general partner, By: /s/ Leslie W. Kreis, Jr, Manager 2020-06-10 Cavu Advisors, LLC, By: /s/ Leslie W. Kreis, Jr, Manager 2020-06-10 BP Directors, LP, By: Bios Equity Partners, LP, its general partner, By: Cavu Management, LP, its general partner, By: Cavu Advisors, LLC, its general partner, By: /s/ Leslie W. Kreis, Jr, Manager 2020-06-10