0000919574-20-000323.txt : 20200113
0000919574-20-000323.hdr.sgml : 20200113
20200113174707
ACCESSION NUMBER: 0000919574-20-000323
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200109
FILED AS OF DATE: 20200113
DATE AS OF CHANGE: 20200113
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ARMISTICE CAPITAL, LLC
CENTRAL INDEX KEY: 0001601086
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10865
FILM NUMBER: 20524575
BUSINESS ADDRESS:
STREET 1: 510 MADISON AVENUE, 7TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 231-4932
MAIL ADDRESS:
STREET 1: 510 MADISON AVENUE, 7TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Armistice Capital Master Fund Ltd.
CENTRAL INDEX KEY: 0001633584
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10865
FILM NUMBER: 20524576
BUSINESS ADDRESS:
STREET 1: C/O ARMISTICE CAPITAL, LLC
STREET 2: 510 MADISON AVENUE, 7TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-231-4932
MAIL ADDRESS:
STREET 1: C/O ARMISTICE CAPITAL, LLC
STREET 2: 510 MADISON AVENUE, 7TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Boyd Steven
CENTRAL INDEX KEY: 0001706140
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10865
FILM NUMBER: 20524577
MAIL ADDRESS:
STREET 1: 510 MADISON AVENUE, 7TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: AMAG PHARMACEUTICALS, INC.
CENTRAL INDEX KEY: 0000792977
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 042742593
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1100 WINTER STREET
CITY: WALTHAM
STATE: MA
ZIP: 02451
BUSINESS PHONE: 6174983300
MAIL ADDRESS:
STREET 1: 1100 WINTER STREET
CITY: WALTHAM
STATE: MA
ZIP: 02451
FORMER COMPANY:
FORMER CONFORMED NAME: AMAG PHARMACEUTICALS INC.
DATE OF NAME CHANGE: 20070724
FORMER COMPANY:
FORMER CONFORMED NAME: ADVANCED MAGNETICS INC
DATE OF NAME CHANGE: 19920703
4
1
ownership.xml
X0306
4
2020-01-09
0
0000792977
AMAG PHARMACEUTICALS, INC.
AMAG
0001601086
ARMISTICE CAPITAL, LLC
510 MADISON AVENUE, 7TH FLOOR
NEW YORK
NY
10022
0
0
1
0
0001633584
Armistice Capital Master Fund Ltd.
C/O DMS CORPORATE SERVICES LTD.
20 GENESIS CLOSE, P.O. BOX 314
GRAND CAYMAN
E9
KY1-1104
CAYMAN ISLANDS
0
0
1
0
0001706140
Boyd Steven
C/O ARMISTICE CAPITAL, LLC
510 MADISON AVENUE, 7TH FLOOR
NEW YORK
NY
10022
0
0
1
0
Common Stock
2020-01-09
4
S
0
12466
12.43
D
4047534
D
Common Stock
2020-01-09
4
S
0
0
0
D
4047534
I
See Footnote
Common Stock
2020-01-09
4
P
0
12466
12.33
A
4060000
D
Common Stock
2020-01-09
4
P
0
0
0
A
4060000
I
See Footnote
Common Stock
2020-01-10
4
P
0
18000
11.64
A
4078000
D
Common Stock
2020-01-10
4
P
0
0
0
A
4078000
I
See Footnote
Common Stock
240000
I
See Footnote
The reported securities are directly owned by Armistice Capital Master Fund Ltd., a Cayman Islands corporation (the "Master Fund"), and may be deemed to be indirectly beneficially owned by Armistice Capital, LLC ("Armistice Capital"), as the investment manager of the Master Fund. The reported securities may also be deemed to be indirectly beneficially owned by Steven Boyd as Managing Member of Armistice Capital. Armistice Capital and Steven Boyd disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interest therein, and this report shall not be deemed an admission that either of them are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.
This constitutes the weighted average sale price. The prices for the transactions ranged from $12.39 to $12.52. The Reporting Person will provide upon request by the Securities and Exchange Commission staff (the "SEC Staff"), the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
This constitutes the weighted average purchase price. The prices for the transactions ranged from $11.52 to $11.69. The Reporting Person will provide upon request by the SEC Staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
The reported securities are directly owned by a separately managed account client of Armistice Capital, and may be deemed to be indirectly beneficially owned by Armistice Capital as the investment manager of such separately managed account. The reported securities may also be deemed to be indirectly beneficially owned by Steven Boyd as Managing Member of Armistice Capital. Armistice Capital and Steven Boyd disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interest therein, and this report shall not be deemed an admission that either of them are the beneficial owners of the securities for purposes of Section 16 of the Exchange Act or for any other purpose.
The Reporting Persons realized short-swing profits under Section 16(b) of the Exchange Act as a result of its sales of the Issuer's common shares reported herein being matched against purchases of common shares by the Reporting Persons made in August 2019. On January 13, 2020, the Reporting Persons agreed to disgorge $68,252.79 to Issuer, representing the short-swing profits realized by the Reporting Persons.
Armistice Capital, LLC By: /s/ Steven Boyd, Managing Member
2020-01-13
Armistice Capital Master Fund Ltd. By: /s/ Steven Boyd, Director
2020-01-13
/s/ Steven Boyd
2020-01-13