0000899243-20-033917.txt : 20201215
0000899243-20-033917.hdr.sgml : 20201215
20201215180014
ACCESSION NUMBER: 0000899243-20-033917
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201211
FILED AS OF DATE: 20201215
DATE AS OF CHANGE: 20201215
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Pillar Invest Corp
CENTRAL INDEX KEY: 0001534428
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-31918
FILM NUMBER: 201390668
BUSINESS ADDRESS:
STREET 1: C/O PILLAR INVEST OFFSHORE SAL
STREET 2: STARCO CENTER, BLOC B FL3, OMAR DAOUK ST
CITY: BEIRUT
STATE: M8
ZIP: 2020-3313
BUSINESS PHONE: 0119611363362
MAIL ADDRESS:
STREET 1: C/O PILLAR INVEST OFFSHORE SAL
STREET 2: STARCO CENTER, BLOC B FL3, OMAR DAOUK ST
CITY: BEIRUT
STATE: M8
ZIP: 2020-3313
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Pillar Partners Foundation, L.P.
CENTRAL INDEX KEY: 0001783583
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-31918
FILM NUMBER: 201390669
BUSINESS ADDRESS:
STREET 1: STARCO CTR, BLOC B, 3RD FLOOR
STREET 2: OMAR DAUOK STREET
CITY: BEIRUT
STATE: M8
ZIP: 2020-3313
BUSINESS PHONE: 961 1 363 362
MAIL ADDRESS:
STREET 1: STARCO CTR, BLOC B, 3RD FLOOR
STREET 2: OMAR DAUOK STREET
CITY: BEIRUT
STATE: M8
ZIP: 2020-3313
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Pillar Pharmaceuticals 6, L.P.
CENTRAL INDEX KEY: 0001783584
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-31918
FILM NUMBER: 201390670
BUSINESS ADDRESS:
STREET 1: STARCO CTR, BLOC B, 3RD FLOOR
STREET 2: OMAR DAUOK STREET
CITY: BEIRUT
STATE: M8
ZIP: 2020-3313
BUSINESS PHONE: 961 1 363 362
MAIL ADDRESS:
STREET 1: STARCO CTR, BLOC B, 3RD FLOOR
STREET 2: OMAR DAUOK STREET
CITY: BEIRUT
STATE: M8
ZIP: 2020-3313
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Umari Abude
CENTRAL INDEX KEY: 0001783582
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-31918
FILM NUMBER: 201390671
MAIL ADDRESS:
STREET 1: STARCO CTR, BLOC B, 3RD FLOOR
STREET 2: OMAR DAUOK STREET
CITY: BEIRUT
STATE: M8
ZIP: 2020-3313
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ZEIN YOUSSEF EL
CENTRAL INDEX KEY: 0001193366
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-31918
FILM NUMBER: 201390672
MAIL ADDRESS:
STREET 1: HYBRIDON INC
STREET 2: 345 VASSAR STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: IDERA PHARMACEUTICALS, INC.
CENTRAL INDEX KEY: 0000861838
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 043072298
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 505 EAGLEVIEW BOULEVARD
STREET 2: SUITE 212
CITY: EXTON
STATE: PA
ZIP: 19341
BUSINESS PHONE: 4843481600
MAIL ADDRESS:
STREET 1: 505 EAGLEVIEW BOULEVARD
STREET 2: SUITE 212
CITY: EXTON
STATE: PA
ZIP: 19341
FORMER COMPANY:
FORMER CONFORMED NAME: HYBRIDON INC
DATE OF NAME CHANGE: 19951211
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-12-11
0
0000861838
IDERA PHARMACEUTICALS, INC.
IDRA
0001534428
Pillar Invest Corp
PILLAR INVEST OFFSHORE SAL STARCO CTR,
BLOC B, 3RD FLOOR, OMAR DAOUK STREET
BEIRUT
M8
2020-3313
LEBANON
0
0
1
0
0001783583
Pillar Partners Foundation, L.P.
PILLAR INVEST OFFSHORE SAL STARCO CTR,
BLOC B, 3RD FLOOR, OMAR DAOUK STREET
BEIRUT
M8
2020-3313
LEBANON
0
0
1
0
0001783584
Pillar Pharmaceuticals 6, L.P.
PILLAR INVEST OFFSHORE SAL STARCO CTR,
BLOC B, 3RD FLOOR, OMAR DAOUK STREET
BEIRUT
M8
2020-3313
LEBANON
0
0
1
0
0001783582
Umari Abude
PILLAR INVEST OFFSHORE SAL STARCO CTR,
BLOC B, 3RD FLOOR, OMAR DAOUK STREET
BEIRUT
M8
2020-3313
LEBANON
0
0
1
0
0001193366
ZEIN YOUSSEF EL
PILLAR INVEST OFFSHORE SAL STARCO CTR,
BLOC B, 3RD FLOOR, OMAR DAOUK STREET
BEIRUT
M8
2020-3313
LEBANON
0
0
1
0
Common Stock
2020-12-11
4
P
0
69941
1.82
A
5497638
I
By Pillar Partners Foundation, L.P.
See Footnotes
Common Stock
1288368
I
By Pillar Pharmaceuticals 6, L.P.
See Footnotes
Common Stock
26308
I
By Youssef El Zein
See Footnote
Common Stock
198510
I
By Abude Umari
See Footnotes
Prefunded Warrants
2020-12-11
4
P
0
1143428
0.00
A
Common Stock
1143428
1143428
I
By Pillar Partners Foundation, L.P.
See Footnote
Prefunded Warrants
2020-12-11
4
P
0
1533883
0.00
A
Common Stock
1533883
1533883
I
By Pillar Pharmaceuticals 6, L.P.
See Footnotes
Common Warrants
2020-12-11
4
P
0
606885
0.00
A
Common Stock
606885
606885
I
By Pillar Partners Foundation, L.P.
See Footnote
Common Warrants
2020-12-11
4
P
0
766941
0.00
A
Common Stock
766941
766941
I
By Pillar Pharmaceuticals 6, L.P.
See Footnotes
On April 7, 2020, Idera Pharmaceuticals, Inc. (the "Company") entered into a Securities Purchase Agreement (the "Securities Purchase Agreement") with Pillar Partners Foundation, L.P. ("Pillar Foundation") providing for the sale of securities in two closings exempt from the registration requirements of the Securities Act of 1933, as amended. On December 11, 2020, the Company entered into an amendment (the "Amendment") to the Securities Purchase Agreement and the Registration Rights Agreement, dated April 7, 2020, with Pillar Foundation (the "Registration Rights Agreement") and Pillar Pharmaceuticals 6, L.P. ("Pillar 6" and, collectively with Pillar Foundation, the "Purchasers"), principally to enable Pillar 6 to participate in the Second Closing (as defined below). Pursuant to the Stock Purchase Agreement and Amendment, on December 11, 2020, the Company issued and sold to the Purchasers, for $5.0 million of aggregate consideration (the "Second Closing"),
(Continued from footnote 1) (i) 69,941 shares of Common Stock ("Second Closing Shares"), (ii) pre-funded warrants to purchase up to 2,677,311 shares of Common Stock ("Second Closing Pre-Funded Warrants"), and (iii) common warrants to purchase up to 1,373,626 shares of Common Stock ("Second Closing Common Warrants"). Each Second Closing Share and the associated 0.5 Second Closing Common Warrant had a combined purchase price of $1.82 and each Pre-Funded Warrant and the 0.5 associated Second Closing Common Warrant had a combined purchase price of $1.81. Each combined purchase price included $0.125 for each share of Common Stock underlying each Second Closing Common Warrant.
Pillar Invest Corporation ("Pillar GP") is the general partner of Pillar 6 and Pillar Foundation (collectively, the "Pillar Funds"). Youssef El Zein and Abude Umari are directors of Pillar GP. Each of Pillar GP, Mr. El Zein and Mr. Umari disclaims Section 16 beneficial ownership of the securities beneficially owned by the Pillar Funds and this report shall not be deemed an admission that any of Pillar GP, Mr. El Zein or Mr. Umari is the Section 16 beneficial owner of any such securities, except to the extent of its or his pecuniary interest therein, if any, by virtue of its or his ownership interest in the Pillar Funds or Pillar GP, as applicable.
The exercise price of each Prefunded Warrant is $0.01 per Share, subject to adjustment pursuant to the terms of the Prefunded Warrants.
The Pre-funded warrants have no expiration date and are exercisable immediately, to the extent that after giving effect to such exercise the holders thereof and their affiliates would beneficially own, for purposes of Rule 13d-3 under the Securities Act of 1934, as amended, no more than 19.99% of the outstanding shares of Common Stock (the "Beneficial Ownership Limitation").
The exercise price of each Common Warrant is $2.71 per share, subject to adjustment pursuant to the terms of the Common Warrants.
The Common Warrants are currently exercisable; provided, however, that the Common Warrants are subject to the Beneficial Ownership Limitation. The Common Warrants expire 3 years following their issuance date.
Pillar Invest Corporation, /s/ Youssef El Zein, Authorized Person
2020-12-15
Pillar Partners Foundation, L.P., /s/ Youssef El Zein, Authorized Person
2020-12-15
Pillar Pharmaceuticals, 6, L.P., /s/ Youssef El Zein, Authorized Person
2020-12-15
/s/ Abude Umari
2020-12-15
/s/ Youssef El Zein
2020-12-15