0001019056-19-000462.txt : 20190809 0001019056-19-000462.hdr.sgml : 20190809 20190809115830 ACCESSION NUMBER: 0001019056-19-000462 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190806 FILED AS OF DATE: 20190809 DATE AS OF CHANGE: 20190809 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ardsley Healthcare Fund, L.P. CENTRAL INDEX KEY: 0001759258 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36030 FILM NUMBER: 191012039 BUSINESS ADDRESS: STREET 1: C/O ARDSLEY PARTNERS I GP, LLC STREET 2: 262 HARBOR DRIVE CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: (203) 355-0700 MAIL ADDRESS: STREET 1: C/O ARDSLEY PARTNERS I GP, LLC STREET 2: 262 HARBOR DRIVE CITY: STAMFORD STATE: CT ZIP: 06902 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ardsley Duckdive Fund, L.P. CENTRAL INDEX KEY: 0001675562 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36030 FILM NUMBER: 191012040 BUSINESS ADDRESS: STREET 1: C/O ARDSLEY PARTNERS I GP, LLC STREET 2: 262 HARBOR DRIVE CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: (203) 355-0700 MAIL ADDRESS: STREET 1: C/O ARDSLEY PARTNERS I GP, LLC STREET 2: 262 HARBOR DRIVE CITY: STAMFORD STATE: CT ZIP: 06902 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ardsley Partners Advanced Healthcare Fund, L.P. CENTRAL INDEX KEY: 0001667426 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36030 FILM NUMBER: 191012041 BUSINESS ADDRESS: STREET 1: C/O ARDSLEY PARTNERS I GP, LLC STREET 2: 262 HARBOR DRIVE CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: (203) 355-0700 MAIL ADDRESS: STREET 1: C/O ARDSLEY PARTNERS I GP, LLC STREET 2: 262 HARBOR DRIVE CITY: STAMFORD STATE: CT ZIP: 06902 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ardsley Partners Fund II, L.P. CENTRAL INDEX KEY: 0000836048 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36030 FILM NUMBER: 191012042 BUSINESS ADDRESS: STREET 1: C/O ARDSLEY PARTNERS I GP, LLC STREET 2: 262 HARBOR DRIVE CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: (203) 355-0700 MAIL ADDRESS: STREET 1: C/O ARDSLEY PARTNERS I GP, LLC STREET 2: 262 HARBOR DRIVE CITY: STAMFORD STATE: CT ZIP: 06902 FORMER NAME: FORMER CONFORMED NAME: ARDSLEY PARTNERS FUND II L P DATE OF NAME CHANGE: 19880714 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ardsley Partners Renewable Energy Fund, L.P. CENTRAL INDEX KEY: 0001485583 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36030 FILM NUMBER: 191012043 BUSINESS ADDRESS: STREET 1: C/O ARDSLEY PARTNERS I GP, LLC STREET 2: 262 HARBOR DRIVE CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 203-355-0700 MAIL ADDRESS: STREET 1: C/O ARDSLEY PARTNERS I GP, LLC STREET 2: 262 HARBOR DRIVE CITY: STAMFORD STATE: CT ZIP: 06902 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HEMPLEMAN PHILIP J CENTRAL INDEX KEY: 0001025710 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36030 FILM NUMBER: 191012044 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARDSLEY PARTNERS I CENTRAL INDEX KEY: 0001504218 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36030 FILM NUMBER: 191012045 BUSINESS ADDRESS: STREET 1: 262 HARBOR DRIVE, 4TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 203 564 4230 MAIL ADDRESS: STREET 1: 262 HARBOR DRIVE, 4TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 FORMER NAME: FORMER CONFORMED NAME: ARDSLEY PARTNERS I LP DATE OF NAME CHANGE: 20101025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARDSLEY ADVISORY PARTNERS LP CENTRAL INDEX KEY: 0000900529 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36030 FILM NUMBER: 191012046 BUSINESS ADDRESS: STREET 1: 262 HARBOR DRIVE, 4TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 203-564-4230 MAIL ADDRESS: STREET 1: 262 HARBOR DRIVE, 4TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 FORMER NAME: FORMER CONFORMED NAME: ARDSLEY ADVISORY PARTNERS DATE OF NAME CHANGE: 19940208 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MARRONE BIO INNOVATIONS INC CENTRAL INDEX KEY: 0001441693 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE CHEMICALS [2870] IRS NUMBER: 205137161 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1540 DREW AVENUE CITY: DAVIS STATE: CA ZIP: 95618 BUSINESS PHONE: 530-750-2800 MAIL ADDRESS: STREET 1: 1540 DREW AVENUE CITY: DAVIS STATE: CA ZIP: 95618 FORMER COMPANY: FORMER CONFORMED NAME: MARRONE ORGANICS INNOVATIONS INC DATE OF NAME CHANGE: 20080801 4 1 ownership.xml X0306 4 2019-08-06 0 0001441693 MARRONE BIO INNOVATIONS INC MBII 0000900529 ARDSLEY ADVISORY PARTNERS LP 262 HARBOR DRIVE, 4TH FLOOR STAMFORD CT 06902 0 0 1 1 See Footnote (1) 0001504218 ARDSLEY PARTNERS I 262 HARBOR DRIVE, 4TH FLOOR STAMFORD CT 06902 0 0 0 1 See Footnote (1) 0001025710 HEMPLEMAN PHILIP J 262 HARBOR DRIVE, 4TH FLOOR STAMFORD CT 06902 0 0 0 1 See Footnote (1) 0001485583 Ardsley Partners Renewable Energy Fund, L.P. 262 HARBOR DRIVE, 4TH FLOOR STAMFORD CT 06902 0 0 0 1 See Footnote (1) 0000836048 Ardsley Partners Fund II, L.P. 262 HARBOR DRIVE, 4TH FLOOR STAMFORD CT 06902 0 0 0 1 See Footnote (1) 0001667426 Ardsley Partners Advanced Healthcare Fund, L.P. 262 HARBOR DRIVE, 4TH FLOOR STAMFORD CT 06902 0 0 0 1 See Footnote (1) 0001675562 Ardsley Duckdive Fund, L.P. 262 HARBOR DRIVE, 4TH FLOOR STAMFORD CT 06902 0 0 0 1 See Footnote (1) 0001759258 Ardsley Healthcare Fund, L.P. 262 HARBOR DRIVE, 4TH FLOOR STAMFORD CT 06902 0 0 0 1 See Footnote (1) Warrant 1.00 2018-02-05 2021-12-31 Common Stock 5333333 5333333 I Footnotes This Form 4 is being filed by Ardsley Advisory Partners, LP (the "Advisor") on behalf of itself and Ardsley Partners I (the "General Partner"), Ardsley Partners Renewable Energy Fund, L.P. (the "Renewable Energy Fund"). Ardsley Partners Advanced Healthcare Fund, L.P. (the "Advanced Healthcare Fund"), Ardsley Partners Fund II, L.P. (the "Fund II"), Ardsley Duckdive Fund, L.P. (the "Duckdive Fund"), and Philip J. Hempleman ("Hempleman" and, together with the Advisor, the General Partner, the Renewable Energy Fund, the Advanced Healthcare Fund, the Fund II and the Duckdive Fund, the "Reporting Persons"). The General Partner serves as general partner to the Renewable Energy Fund, the Advanced Healthcare Fund and the Fund II. Hempleman is the Managing Member of the Advisor and the General Partner and serves as the general partner to the Duckdive Fund. This Form 4 is being filed as a result of an extension of the warrants to purchase common stock of the Issuer (the "Warrants") pursuant to that certain Warrant Amendment and Plan of Reorganization dated as of August 6, 2019, among the Issuer, the Renewable Energy Fund and certain parties thereto, in which the parties have agreed to extend the expiration date under the Warrants from December 31, 2020 to December 31, 2021. In accordance with Instruction 4(b)(iv) of Form 4, the entire amount of the Issuer's securities held by the Reporting Persons is reported herein. Each of the Advisor, General Partner, Hempleman, the Advanced Healthcare Fund, the Fund II and the Duckdive Fund, 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, (Continued From Footnote 2) and this report shall not be deemed an admission that either the General Partner and the Advisor are the beneficial owner of such securities for purposes of Section 16 or for any other purposes.Hempleman is a managing member of the Advisor and the General Partner and serves as the general partner to the Duckdive Fund and 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 Hempleman is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. /s/ Steve Napoli, Partner 2019-08-08 EX-24 2 ex_24.htm EXHIBIT 24
 

Exhibit 24

 

Information Regarding Joint Filers

 

Designated Filer of Form 4: Ardsley Advisory Partners LP

 

Date of Earliest Transaction Required to be Reported: August 6, 2019

 

Issuer Name and Ticker Symbol: Marrone Bio Innovations Inc. (MBII)

 

Names:Ardsley Advisory Partners LP, Ardsley Partners I, Philip J. Hempleman, Ardsley Partners Renewable Energy Fund, L.P., Ardsley Partners Advanced Healthcare Fund, L.P., Ardsley Partners Fund II, L.P. and Ardsley Partners Duckdive Fund, L.P

 

Address: Ardsley Advisory Partners

262 Harbor Drive, 4th Floor

Stamford, CT 06902

 

Signatures:

 

The undersigned, Ardsley Advisory Partners LP, Ardsley Partners I, Ardsley Partners Renewable Energy Fund, L.P., Ardsley Partners Advanced Healthcare Fund, L.P., Ardsley Partners Fund II, L.P. and Ardsley Partners Duckdive Fund, L.P., are jointly filing the attached Statement of Changes in Beneficial Ownership of Securities on Form 4 with respect to the beneficial ownership of securities of Marrone Bio Innovations Inc.

 

 

ARDSLEY ADVISORY PARTNERS LP

 

/s/ Steve Napoli

Signature

 

Steve Napoli/ Member of its general partner

Name/Title

 

 

ARDSLEY PARTNERS I

 

/s/ Steve Napoli

Signature

 

Steve Napoli/Member

Name/Title

 

PHILIP J. HEMPLEMAN

 

/s/ Steve Napoli*

Signature

 

Steve Napoli/Attorney-in Fact for Philip J. Hempleman

Name/Title

 

 

ARDSLEY PARTNERS FUND II, L.P.

By: Ardsley Partners I, General Partner

 

/s/ Steve Napoli

Signature

 

Steve Napoli/Member

Name/Title

 

 

ARDSLEY PARTNERS ADVANCED HEALTHCARE FUND, L.P.

By: Ardsley Partners I, General Partner

 

/s/ Steve Napoli

Signature

 

Steve Napoli/Member

Name/Title

 

 

ARDSLEY PARTNERS RENEWABLE ENERGY FUND, L.P.

By: Ardsley Partners I, General Partner

 

/s/ Steve Napoli

Signature

 

Steve Napoli/Member

Name/Title

 

ARDSLEY DUCKDIVE FUND, L.P.

By: Ardsley Partners I, General Partner

 

/s/ Steve Napoli

Signature

 

Steve Napoli/Member

Name/Title

 

* Executed by Steve Napoli as Attorney-in-Fact for Philip J. Hempleman. The Power of Attorney for Mr. Hempleman is attached as Exhibit 2 to the Statement on Schedule 13G/A with respect to the Common Stock of Vaxgen, Inc., filed on February 15, 2006, and is incorporated herein by reference.