0001019056-17-000276.txt : 20170309 0001019056-17-000276.hdr.sgml : 20170309 20170309133633 ACCESSION NUMBER: 0001019056-17-000276 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20161206 FILED AS OF DATE: 20170309 DATE AS OF CHANGE: 20170309 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VBI VACCINES INC. CENTRAL INDEX KEY: 0000704159 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 930589534 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 222 THIRD STREET STREET 2: SUITE 2241 CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: 6178303031 MAIL ADDRESS: STREET 1: 222 THIRD STREET STREET 2: SUITE 2241 CITY: CAMBRIDGE STATE: MA ZIP: 02142 FORMER COMPANY: FORMER CONFORMED NAME: PAULSON CAPITAL (DELAWARE) CORP. DATE OF NAME CHANGE: 20140326 FORMER COMPANY: FORMER CONFORMED NAME: PAULSON CAPITAL CORP DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PERCEPTIVE LIFE SCIENCES MASTER FUND LTD CENTRAL INDEX KEY: 0001249675 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-18188 FILM NUMBER: 17677752 BUSINESS ADDRESS: STREET 1: C/O PERCEPTIVE ADVISORS LLC STREET 2: 51 ASTOR PLACE, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 646-205-5340 MAIL ADDRESS: STREET 1: C/O PERCEPTIVE ADVISORS LLC STREET 2: 51 ASTOR PLACE, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EDELMAN JOSEPH CENTRAL INDEX KEY: 0001164426 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-18188 FILM NUMBER: 17677753 MAIL ADDRESS: STREET 1: C/O PERCEPTIVE ADVISORS LLC STREET 2: 51 ASTOR PLACE, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PERCEPTIVE ADVISORS LLC CENTRAL INDEX KEY: 0001224962 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-18188 FILM NUMBER: 17677754 BUSINESS ADDRESS: STREET 1: 51 ASTOR PLACE, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 646-205-5300 MAIL ADDRESS: STREET 1: 51 ASTOR PLACE, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 4/A 1 perceptive_4a.xml OWNERSHIP DOCUMENT X0306 4/A 2016-12-06 2016-12-08 0 0000704159 VBI VACCINES INC. VBIV 0001224962 PERCEPTIVE ADVISORS LLC 51 ASTOR PLACE, 10TH FLOOR NEW YORK NY 10003 0 0 1 0 0001164426 EDELMAN JOSEPH C/O PERCEPTIVE ADVISORS LLC 51 ASTOR PLACE, 10TH FLOOR NEW YORK NY 10003 0 0 1 0 0001249675 PERCEPTIVE LIFE SCIENCES MASTER FUND LTD C/O PERCEPTIVE ADVISORS LLC 51 ASTOR PLACE, 10TH FLOOR NEW YORK NY 10003 0 0 1 0 Common Stock 2016-12-06 4 P 0 3383955 3.05 A 6245725 I See Footnotes Warrant 4.13 2016-12-06 4 P 0 363771 4.13 A 2016-12-06 2021-12-06 Common Stock 363771 727542 I See Footnotes Warrant 3.355 2016-12-06 4 P 0 1341282 3.355 A 2016-12-06 2021-12-06 Common Stock 1341282 2068824 I See Footnotes This Form 4/A is being filed by Perceptive Life Sciences Master Fund Ltd. (the "Master Fund"), Perceptive Advisors LLC (the "Advisor") and Joseph Edelman. The Advisor serves as the investment manager of Master Fund. Mr. Edelman is the managing member of the Advisor. This transaction reflects the purchase of common stock and warrants of the issuer in a private placement from the issuer. The previous Form 4 misstated the securities held by the Master Fund. This amount reported in Table I reflects the amount of securities held by the Master Fund immediately following the transaction requiring the filing of this statement. In accordance with Instruction 5(b)(iv) of Form 4, the entire amount of the Issuer's securities held by Master Fund is reported herein. The amount reported in Table II reflects the amount of securities held by Perceptive Credit Holdings, LP (the "Credit Fund). In accordance with Instruction 5(b)(iv) of Form 4, the entire amount of the Issuer's securities held by Credit Fund is reported herein. Edelman is the control person of the general partner of the Credit Fund. Each of Mr. Edelman and the Advisor disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his/its indirect pecuniary interest therein, and this report shall not be deemed an admission that either Mr. Edelman or the Advisor is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. /s/ Joseph Edelman, managing member of Perceptive Advisors LLC 2017-03-08 EX-24 2 ex_24.htm EXHIBIT 24

Exhibit 24

Information Regarding Joint Filers

Designated Filer of Form 4/A: Perceptive Advisors LLC

Date of Earliest Transaction Required to be Reported: December 6, 2016

Issuer Name and Ticker Symbol: VBI Vaccines Inc. (VBIV)


Names:	Perceptive Life Sciences Master Fund Ltd. and Joseph Edelman


Address:	Perceptive Advisors LLC
	51 Astor Place, 10th Floor
	New York, NY 10003

Signatures:

The undersigned, Perceptive Life Sciences Master Fund Ltd. and Joseph Edelman, are jointly filing the attached Statement of Changes in Beneficial Ownership of Securities on Form 4/A with Perceptive Advisors LLC with respect to the beneficial ownership of securities of VBI Vaccines Inc.

PERCEPTIVE LIFE SCIENCES MASTER FUND LTD.

By: Perceptive Advisors LLC, its investment manager

By: /s/ Joseph Edelman

Joseph Edelman, managing member

JOSEPH EDELMAN

By: /s/ Joseph Edelman

Joseph Edelman