0000899140-17-000645.txt : 20171102 0000899140-17-000645.hdr.sgml : 20171102 20171102164515 ACCESSION NUMBER: 0000899140-17-000645 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20171102 DATE AS OF CHANGE: 20171102 GROUP MEMBERS: FEINBERG FAMILY FOUNDATION GROUP MEMBERS: ORACLE ASSOCIATES, LLC GROUP MEMBERS: ORACLE INSTITUTIONAL PARTNERS, LP GROUP MEMBERS: ORACLE INVESTMENT MANAGEMENT, INC. GROUP MEMBERS: ORACLE INVESTMENT MANAGEMENT, INC. EMPLOYEES' RETIREMENT PLAN GROUP MEMBERS: ORACLE PARTNERS, LP GROUP MEMBERS: ORACLE TEN FUND MASTER, LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MAZOR ROBOTICS LTD. CENTRAL INDEX KEY: 0001566844 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-87479 FILM NUMBER: 171173121 BUSINESS ADDRESS: STREET 1: 5 SHACHAM ST. STREET 2: PO BOX 3104 CITY: CAESAREA NORTH INDUSTRIAL PARK STATE: L3 ZIP: 3088900 BUSINESS PHONE: 97246187101 MAIL ADDRESS: STREET 1: 5 SHACHAM ST. STREET 2: PO BOX 3104 CITY: CAESAREA NORTH INDUSTRIAL PARK STATE: L3 ZIP: 3088900 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FEINBERG LARRY N CENTRAL INDEX KEY: 0000926475 STATE OF INCORPORATION: NY FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: C/O ORACLE PARTNERS L P STREET 2: 200 GREENWICH AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 SC 13D/A 1 m22633957.htm AMENDMENT NO. 9
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549

SCHEDULE 13D/A
(Amendment No. 9)

Under the Securities Exchange Act of 1934*

Mazor Robotics Ltd.

(Name of Issuer)
 
American Depository Shares
Represented by American Depository Receipts
(Each Representing Two Ordinary Shares,
Par Value NIS 0.01 Per Share)

(Title of Class of Securities)
 
57886P103

(CUSIP Number)

Larry N. Feinberg
c/o Oracle Investment Management, Inc.
200 Greenwich Avenue
Greenwich, CT 06830
(203) 862-7900 

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

With a copy to:

Jeffrey Hochman, Esq.
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, New York 10019
(212) 728-8000

November 1, 2017

(Date of Event which Requires
Filing of this Statement)
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box:  ☐
NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.
 
1

SCHEDULE 13D/A
 CUSIP No. 57886P103
 
 
 
Page 2 of 14
 
 
 
 
 
 
 
1
 
NAMES OF REPORTING PERSONS
 
Larry N. Feinberg
 
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)                                       
(a) ☐
(b) ☒      
 
3
 
SEC USE ONLY
  
 
4
 
SOURCE OF FUNDS (See Instructions)
 PF
 
5
 
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)   ☐
  
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
 
7
 
SOLE VOTING POWER
50,000*
 
8
 
SHARED VOTING POWER
  1,308,414**
 
9
 
SOLE DISPOSITIVE POWER
 50,000*
 
10
 
SHARED DISPOSITIVE POWER
  1,308,414**
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,358,414***
 
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)     ☐
  
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.31%****
 
14
 
TYPE OF REPORTING PERSON (See Instructions)
 IN
 
* American Depositary Shares, which represent 100,000 ordinary shares.
** American Depositary Shares, which represent 2,616,828 ordinary shares.
*** American Depositary Shares, which represent 2,716,828 ordinary shares.
**** Calculated based on 51,178,672 ordinary shares outstanding as of September 30, 2017, according to information furnished by Mazor Robotics Ltd. on October 2, 2017.
 

SCHEDULE 13D/A
 CUSIP No. 57886P103
 
 
 
Page 3 of 14
 
 
 
 
 
 
 
1
 
NAMES OF REPORTING PERSONS
 
Oracle Associates, LLC
 
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)                                       
(a) ☐
(b) ☒   
 
3
 
SEC USE ONLY
  
 
4
 
SOURCE OF FUNDS (See Instructions)
 N/A
 
5
 
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)   ☐
 
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
 
7
 
SOLE VOTING POWER
 -0-
 
8
 
SHARED VOTING POWER
1,287,714*
 
9
 
SOLE DISPOSITIVE POWER
 -0-
 
10
 
SHARED DISPOSITIVE POWER
  1,287,714*
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  1,287,714*
 
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)   ☐
  
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.03%**
 
14
 
TYPE OF REPORTING PERSON (See Instructions)
 OO
 
* American Depositary Shares, which represent 2,575,428 ordinary shares.
** Calculated based on 51,178,672 ordinary shares outstanding as of September 30, 2017, according to information furnished by Mazor Robotics Ltd. on October 2, 2017.
 

SCHEDULE 13D/A
 CUSIP No. 57886P103
 
 
 
Page 4 of 14
 
 
 
 
 
 
 
1
 
NAMES OF REPORTING PERSONS
 Oracle Partners, LP
 
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)                                       
(a) ☐
(b) ☒      
 
3
 
SEC USE ONLY
  
 
4
 
SOURCE OF FUNDS (See Instructions)
 OO
 
5
 
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)   ☐
  
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
 
7
 
SOLE VOTING POWER
 -0-
 
8
 
SHARED VOTING POWER
947,875*
 
9
 
SOLE DISPOSITIVE POWER
 -0-
 
10
 
SHARED DISPOSITIVE POWER
 947,875*
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 947,875*
 
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)   ☐
  
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.70%**
 
14
 
TYPE OF REPORTING PERSON (See Instructions)
 PN
 
* American Depositary Shares, which represent 1,895,750 ordinary shares.
** Calculated based on 51,178,672 ordinary shares outstanding as of September 30, 2017, according to information furnished by Mazor Robotics Ltd. on October 2, 2017.
 


SCHEDULE 13D/A
 CUSIP No. 57886P103
 
 
 
Page 5 of 14
 
 
 
 
 
 
 
1
 
NAMES OF REPORTING PERSONS
 Oracle Institutional Partners, LP
 
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)                                       
(a) ☐
(b) ☒  
 
3
 
SEC USE ONLY
  
 
4
 
SOURCE OF FUNDS (See Instructions)
 N/A
 
5
 
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)   ☐
  
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
 
7
 
SOLE VOTING POWER
 -0-
 
8
 
SHARED VOTING POWER
 147,909*
 
9
 
SOLE DISPOSITIVE POWER
 -0-
 
10
 
SHARED DISPOSITIVE POWER
147,909*
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
147,909*
 
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)   ☐
 
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.58%**
 
14
 
TYPE OF REPORTING PERSON (See Instructions)
 PN
 
* American Depositary Shares, which represent 295,818 ordinary shares.
** Calculated based on 51,178,672 ordinary shares outstanding as of September 30, 2017, according to information furnished by Mazor Robotics Ltd. on October 2, 2017.
 


SCHEDULE 13D/A
 CUSIP No. 57886P103
 
 
 
Page 6 of 14
 
 
 
 
 
 
 
1
 
NAMES OF REPORTING PERSONS
 Oracle Ten Fund Master, LP
 
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)                                       
(a) ☐
(b) ☒  
 
3
 
SEC USE ONLY
  
 
4
 
SOURCE OF FUNDS (See Instructions)
 N/A
 
5
 
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)   ☐
  
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
 
7
 
SOLE VOTING POWER
 -0-
 
8
 
SHARED VOTING POWER
 191,930*
 
9
 
SOLE DISPOSITIVE POWER
 -0-
 
10
 
SHARED DISPOSITIVE POWER
 191,930*
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
191,930*
 
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)   ☐
 
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 0.75%**
 
14
 
TYPE OF REPORTING PERSON (See Instructions)
 OO
 
* American Depositary Shares, which represent 383,860 ordinary shares.
** Calculated based on 51,178,672 ordinary shares outstanding as of September 30, 2017, according to information furnished by Mazor Robotics Ltd. on October 2, 2017.
 

SCHEDULE 13D/A
 CUSIP No. 57886P103
 
 
 
Page 7 of 14
 
 
 
 
 
 
 
1
 
NAMES OF REPORTING PERSONS
 
Oracle Investment Management, Inc.
 
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)                                       
(a) ☐
(b) ☒   
 
3
 
SEC USE ONLY
  
 
4
 
SOURCE OF FUNDS (See Instructions)
 N/A
 
5
 
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)   ☐
 
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
 
7
 
SOLE VOTING POWER
 -0-
 
8
 
SHARED VOTING POWER
 1,304,714*
 
9
 
SOLE DISPOSITIVE POWER
 -0-
 
10
 
SHARED DISPOSITIVE POWER
  1,304,714*
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 1,304,714*
 
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)   ☐
  
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.10%**
 
14
 
TYPE OF REPORTING PERSON (See Instructions)
 OO
 
* American Depositary Shares, which represent 2,609,428 ordinary shares.
** Calculated based on 51,178,672 ordinary shares outstanding as of September 30, 2017, according to information furnished by Mazor Robotics Ltd. on October 2, 2017.
 

SCHEDULE 13D/A
 CUSIP No. 57886P103
 
 
 
Page 8 of 14
 
 
 
 
 
 
 
1
 
NAMES OF REPORTING PERSONS
Oracle Investment Management, Inc. Employees’ Retirement Plan
 
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)                                       
(a) ☐
(b) ☒      
 
3
 
SEC USE ONLY
  
 
4
 
SOURCE OF FUNDS (See Instructions)
 OO
 
5
 
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)   ☐
  
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
 
7
 
SOLE VOTING POWER
 -0-
 
8
 
SHARED VOTING POWER
 17,000*
 
9
 
SOLE DISPOSITIVE POWER
 -0-
 
10
 
SHARED DISPOSITIVE POWER
 17,000*
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
17,000*
 
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)   ☐
  
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 0.07%**
 
14
 
TYPE OF REPORTING PERSON (See Instructions)
 PN
 
* American Depositary Shares, which represent 34,000 ordinary shares.
** Calculated based on 51,178,672 ordinary shares outstanding as of September 30, 2017, according to information furnished by Mazor Robotics Ltd. on October 2, 2017.
 


SCHEDULE 13D/A
 CUSIP No. 57886P103
 
 
 
Page 9 of 14
 
 
 
 
 
 
 
1
 
NAMES OF REPORTING PERSONS
 The Feinberg Family Foundation
 
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)                                       
(a) ☐
(b) ☒  
 
3
 
SEC USE ONLY
  
 
4
 
SOURCE OF FUNDS (See Instructions)
 N/A
 
5
 
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)   ☐
  
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
 
7
 
SOLE VOTING POWER
 -0-
 
8
 
SHARED VOTING POWER
3,700*
 
9
 
SOLE DISPOSITIVE POWER
 -0-
 
10
 
SHARED DISPOSITIVE POWER
3,700*
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,700*
 
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)   ☐
 
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 0.01%**
 
14
 
TYPE OF REPORTING PERSON (See Instructions)
 PN
 
* American Depositary Shares, which represent 7,400 ordinary shares.
** Calculated based on 51,178,672 ordinary shares outstanding as of September 30, 2017, according to information furnished by Mazor Robotics Ltd. on October 2, 2017.
 

 Pursuant to Rule 13d-2 under the Act, this Amendment No. 9 to Schedule 13D (this “Amendment”) amends and supplements the Schedule 13D filed on June 6, 2013 (the “Original Schedule 13D”), as amended on May 5, 2014 (“Amendment No. 1”), October 9, 2014 (“Amendment No. 2”), December 5, 2014 (“Amendment No. 3”), June 30, 2015 (“Amendment No. 4”), October 30, 2015 (“Amendment No. 5”), January 27, 2016 (“Amendment No. 6”), April 25, 2017 (“Amendment No. 7”) and October 19, 2017 (“Amendment No. 8” and, collectively with the Original Schedule 13D, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8 and this Amendment, the “Schedule 13D”), and is being filed on behalf of Oracle Partners, L.P., a Delaware limited partnership (“Oracle Partners”), Oracle Institutional Partners, L.P., a Delaware limited partnership (“Oracle Institutional Partners”), Oracle Ten Fund Master, LP, a Cayman Islands exempted company (“Oracle Ten Fund”), Oracle Associates, LLC, a Delaware limited liability company and the general partner of Oracle Partners, Oracle Institutional Partners and Oracle Ten Fund (“Oracle Associates”), Oracle Investment Management, Inc. Employees’ Retirement Plan, an employee benefit plan organized in Connecticut (the “Retirement Plan”), Oracle Investment Management, Inc., a Delaware corporation and the investment manager to Oracle Partners, Oracle Institutional Partners, Oracle Ten Fund and the Retirement Plan (the “Investment Manager”), The Feinberg Family Foundation, a foundation organized in Connecticut (the “Foundation”), and Larry N. Feinberg, the managing member of Oracle Associates and the sole shareholder, director and president of the Investment Manager (each of the foregoing, a “Reporting Person” and collectively, the “Reporting Persons”).  This Amendment relates to the American Depositary Shares (“American Depositary Shares” or “ADSs”) represented by American Depositary Receipts of ordinary shares, par value NIS 0.01 (the “Ordinary Shares”) of Mazor Robotics Ltd., an Israeli company (the “Company”).

The Reporting Persons are filing this Amendment to report a decrease in their beneficial ownership of American Depositary Shares resulting from dispositions of American Depositary Shares.

All capitalized terms used herein which are not defined herein have the meanings given to such terms in the Schedule 13D.

Item 5.
Interest in Securities of the Issuer.

Items 5(a)-(c) of the Schedule 13D are hereby amended and restated in their entirety as follows:

(a)          As of November 2, 2017:
(i)
Oracle Partners may be deemed to beneficially own 947,875 American Depositary Shares, representing 3.70% of the outstanding Ordinary Shares;
(ii)
Oracle Ten Fund may be deemed to beneficially own 191,930 American Depositary Shares, representing 0.75% of the outstanding Ordinary Shares;
(iii)
Oracle Institutional Partners may be deemed to beneficially own 147,909 American Depositary Shares, representing 0.58% of the outstanding Ordinary Shares;
(iv)
Oracle Associates, due to its relationship with Oracle Partners, Oracle Institutional Partners and Oracle Ten Fund, may be deemed to beneficially own 1,287,714 American Depositary Shares, representing 5.03% of the outstanding Ordinary Shares;
 
 

(v)
the Foundation may be deemed to beneficially own 3,700 American Depositary Shares, representing 0.01% of the outstanding Ordinary Shares;
(vi)
the Retirement Plan may be deemed to beneficially own 17,000 American Depositary Shares, representing 0.07% of the outstanding Ordinary Shares;
(vii)
Investment Manager, due to its relationship with Oracle Partners, Oracle Institutional Partners, Oracle Ten Fund and the Retirement Plan, may be deemed to beneficially own 1,304,714 American Depositary Shares, representing 5.10% of the outstanding Ordinary Shares;
(viii)
Mr. Feinberg, due to his respective relationships with the other Reporting Persons, may be deemed to beneficially own 1,358,414 American Depositary Shares, representing 5.31% of the outstanding Ordinary Shares,
in each case, based on 51,178,672 Ordinary Shares outstanding as of September 30, 2017, as reported by the Company to representatives of the Reporting Persons on October 2, 2017.
 The Reporting Persons may be deemed to constitute a “person” or “group” within the meaning of Section 13(d)(3) of the Exchange Act. The filing of this Schedule 13D shall not be construed as an admission of such beneficial ownership or that the Reporting Persons constitute a person or a group.
(b)          Each of the Reporting Persons shares the power to vote or to direct the vote and to dispose or to direct the disposition of the American Depositary Shares it may be deemed to beneficially own as described in Item 5(a) above.

(c)          The Reporting Persons have not effected any transactions in the American Depositary Shares since the filing of Amendment No. 8 other than the following transactions:

Transacting Party
Date
Transaction Type
Number of ADSs
Price Per ADS
(excluding commissions)
Oracle Partners
10/19/2017
Open Market Sale
1,200
$55.61
Oracle Partners
10/19/2017
Open Market Sale
7,700
$54.52
Oracle Partners
10/20/2017
Open Market Sale
1,150
$54.18
Oracle Partners
10/23/2017
Open Market Sale
6,200
$54.36
Oracle Partners
10/25/2017
Open Market Sale
10,000
$54.68
Oracle Partners
10/25/2017
Open Market Sale
40,440
$54.68
Oracle Partners
10/26/2017
Open Market Sale
21,713
$56.47
Oracle Partners
10/27/2017
Open Market Sale
1,309
$58.60
Oracle Partners
10/27/2017
Open Market Sale
19,500
$58.60
Oracle Partners
10/30/2017
Open Market Sale
17,292
$60.86
Oracle Partners
10/30/2017
Open Market Sale
13,274
$60.42
Oracle Partners
10/31/2017
Open Market Sale
8,723
$64.53
         
Oracle Institutional Partners
10/19/2017
Open Market Sale
200
$55.61
Oracle Institutional Partners
10/19/2017
Open Market Sale
1,200
$54.52
Oracle Institutional Partners
10/20/2017
Open Market Sale
200
$54.18
Oracle Institutional Partners
10/23/2017
Open Market Sale
950
$54.36
Oracle Institutional Partners
10/25/2017
Open Market Sale
11,846
$54.68
 

 
Oracle Institutional Partners
10/26/2017
Open Market Sale
4,400
$56.47
Oracle Institutional Partners
10/27/2017
Open Market Sale
3,341
$58.60
Oracle Institutional Partners
10/30/2017
Open Market Sale
2,200
$60.86
         
Oracle Ten Fund
10/19/2017
Open Market Sale
252
$55.61
Oracle Ten Fund
10/19/2017
Open Market Sale
1,592
$54.52
Oracle Ten Fund
10/20/2017
Open Market Sale
250
$54.18
Oracle Ten Fund
10/23/2017
Open Market Sale
1,344
$54.36
Oracle Ten Fund
10/25/2017
Open Market Sale
11,581
$54.68
Oracle Ten Fund
10/25/2017
Open Market Sale
1,500
$54.68
Oracle Ten Fund
10/26/2017
Open Market Sale
3,000
$56.47
Oracle Ten Fund
10/27/2017
Open Market Sale
850
$58.60
         
Foundation
 10/27/2017
Open Market Sale
7,200
$58.26
         
Retirement
 10/27/2017
Open Market Sale
34,000
$58.37
         
Larry N. Feinberg
 10/24/2017
Open Market Sale
10,000
$53.94
Larry N. Feinberg
10/26/2017
Open Market Sale
16,979
$56.47

Item 6.          Contracts, Arrangements, Understandings or Relationships with respect to Securities of the Issuer.
The last paragraph of Item 6 of the Schedule 13D is hereby amended and restated as follows:
In connection with their ownership of 1,358,414 ADSs, the Reporting Persons have entered into certain arrangements to hedge such positions and, after closing out certain of such arrangements, as of November 2, 2017, will be required to return 591,395 ADSs previously borrowed from lenders of such ADSs.

 


SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.


Dated:  November 2, 2017
 
ORACLE PARTNERS, L.P.
 
By:  ORACLE ASSOCIATES, LLC, its general partner
 
 
By:  /s/ Larry N. Feinberg                       
Name:  Larry N. Feinberg
Title:    Managing Member
 
Dated:  November 2, 2017
 
ORACLE INSTITUTIONAL PARTNERS, L.P.
 
By:  ORACLE ASSOCIATES, LLC, its general partner
 
 
By: /s/ Larry N. Feinberg                        
Name:  Larry N. Feinberg
Title:    Managing Member
 
Dated:  November 2, 2017
ORACLE TEN FUND MASTER, LP
 
By:  ORACLE ASSOCIATES, LLC, its general partner
 
 
By: /s/ Larry N. Feinberg                       
    Name:  Larry N. Feinberg
    Title:    Managing Member
 
 
Dated:  November 2, 2017
 
ORACLE ASSOCIATES, LLC
 
 
By: /s/ Larry N. Feinberg                        
Name:  Larry N. Feinberg
Title:    Managing Member
 
 
 

Dated:  November 2, 2017
 
ORACLE INVESTMENT MANAGEMENT, INC.
 
 
By: /s/ Larry N. Feinberg                        
Name:  Larry N. Feinberg
Title:    President and Director
 
Dated:  November 2, 2017
 
THE FEINBERG FAMILY FOUNDATION
 
 
By: /s/ Larry N. Feinberg                        
Name:  Larry N. Feinberg
Title:    Trustee
 
Dated:  November 2, 2017
 
ORACLE INVESTMENT MANAGEMENT, INC.
EMPLOYEES’ RETIREMENT PLAN
 
 
By: /s/ Larry N. Feinberg                         
Name:  Larry N. Feinberg
Title:    Trustee
 
Dated:  November 2, 2017
 
LARRY N. FEINBERG
 
 
By: /s/ Larry N. Feinberg