0001104659-21-099474.txt : 20210803 0001104659-21-099474.hdr.sgml : 20210803 20210803162814 ACCESSION NUMBER: 0001104659-21-099474 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20210803 DATE AS OF CHANGE: 20210803 GROUP MEMBERS: ORACLE ASSOCIATES, LLC GROUP MEMBERS: ORACLE INSTITUTIONAL PARTNERS, L.P. GROUP MEMBERS: ORACLE INVESTMENT MANAGEMENT, INC. GROUP MEMBERS: ORACLE PARTNERS, L.P. GROUP MEMBERS: ORACLE TEN FUND, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CAPRICOR THERAPEUTICS, INC. CENTRAL INDEX KEY: 0001133869 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81959 FILM NUMBER: 211140269 BUSINESS ADDRESS: STREET 1: 8840 WILSHIRE BLVD STREET 2: 2ND FLOOR CITY: BEVERLY HILLS STATE: CA ZIP: 90211 BUSINESS PHONE: (310) 358-3200 MAIL ADDRESS: STREET 1: 8840 WILSHIRE BLVD STREET 2: 2ND FLOOR CITY: BEVERLY HILLS STATE: CA ZIP: 90211 FORMER COMPANY: FORMER CONFORMED NAME: Nile Therapeutics, Inc. DATE OF NAME CHANGE: 20070920 FORMER COMPANY: FORMER CONFORMED NAME: SMI PRODUCTS INC DATE OF NAME CHANGE: 20010206 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FEINBERG LARRY N CENTRAL INDEX KEY: 0000926475 STATE OF INCORPORATION: NY FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: C/O ORACLE PARTNERS L P STREET 2: 200 GREENWICH AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 SC 13G/A 1 tm2123929d1_sc13ga.htm SC 13G/A

 

 

UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549

 

SCHEDULE 13G/A

Amendment No. 1* (EXIT FILING)

 

Under the Securities Exchange Act of 1934

 

CAPRICOR THERAPEUTICS, INC.
(Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
14070B309
(CUSIP Number)
 
July 28, 2021
(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨ Rule 13d-1(b)
x Rule 13d-1(c)
¨ Rule 13d-1(d)

* 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 the disclosures provided in a prior cover page.

 

The information required in 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 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Larry N. Feinberg

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)  ☐

(b)  ☐

3

 

SEC USE ONLY

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

5

 

SOLE VOTING POWER

 

0

6

 

SHARED VOTING POWER

 

0

7

 

SOLE DISPOSITIVE POWER

 

0

8

 

SHARED DISPOSITIVE POWER

 

0

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

  ☐

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.00%

12

 

TYPE OF REPORTING PERSON (See Instructions)

 

IN

         

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Oracle Partners, L.P.

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)  ☐

(b)  ☐

3

 

SEC USE ONLY

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

 

5

 

SOLE VOTING POWER

 

0

6

 

SHARED VOTING POWER

 

0

7

 

SOLE DISPOSITIVE POWER

 

0

8

 

SHARED DISPOSITIVE POWER

 

0

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

  ☐

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.00%

12

 

TYPE OF REPORTING PERSON (See Instructions)

 

PN

         

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Oracle Institutional Partners, L.P.

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)  ☐

(b)  ☐

3

 

SEC USE ONLY

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

5

 

SOLE VOTING POWER

 

0

6

 

SHARED VOTING POWER

 

0

7

 

SOLE DISPOSITIVE POWER

 

0

8

 

SHARED DISPOSITIVE POWER

 

0

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

  ☐

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.00%

12

 

TYPE OF REPORTING PERSON (See Instructions)

 

PN

         

  

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Oracle Ten Fund, L.P.

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)  ☐

(b)  ☐

3

 

SEC USE ONLY

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

5

 

SOLE VOTING POWER

 

0

6

 

SHARED VOTING POWER

 

0

7

 

SOLE DISPOSITIVE POWER

 

0

8

 

SHARED DISPOSITIVE POWER

 

0

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

  ☐

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.00%

12

 

TYPE OF REPORTING PERSON (See Instructions)

 

PN

         

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Oracle Associates, LLC

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)  ☐

(b)  ☐

3

 

SEC USE ONLY

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

5

 

SOLE VOTING POWER

 

0

6

 

SHARED VOTING POWER

 

0

7

 

SOLE DISPOSITIVE POWER

 

0

8

 

SHARED DISPOSITIVE POWER

 

0

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

  ☐

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.00%*

12

 

TYPE OF REPORTING PERSON (See Instructions)

 

PN

         

  

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Oracle Investment Management, Inc.

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)  ☐

(b)  ☐

 

3

 

 SEC USE ONLY

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

5

 

SOLE VOTING POWER

 

0

6

 

SHARED VOTING POWER

 

0

7

 

SOLE DISPOSITIVE POWER

 

0

8

 

SHARED DISPOSITIVE POWER

 

0

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

  ☐

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.00%*

12

 

TYPE OF REPORTING PERSON (See Instructions)

 

CO

         

  

This Amendment No. 1 to Schedule 13G (this “Amendment No. 1”) is being filed with respect to the Common Stock, par value $0.001 (the “Common Stock”) of Capricor Therapeutics, Inc., a Delaware corporation (the “Issuer”), to amend the Schedule 13G filed on February 8, 2021, (as so amended, the “Schedule 13G”). This Amendment No. 1 is being filed on behalf of Oracle Partners, L.P., a Delaware limited partnership (“Oracle Partners”), Oracle Ten Fund, L.P., a Delaware limited partnership (“Oracle Ten Fund”), Oracle Institutional Partners, L.P., a Delaware limited partnership (“Institutional Partners” and, collectively with Oracle Partners and Oracle Ten Fund, the “Oracle Partnerships”), Oracle Associates, LLC, a Delaware limited liability company and the general partner of the Oracle Partnerships (“Oracle Associates”), Oracle Investment Management, Inc., a Delaware corporation and the investment manager to the Oracle Partnerships (the “Investment Manager”), and Larry N. Feinberg, the managing member of Oracle Associates, the sole shareholder and the director and president of the Investment Manager (each of the foregoing, a “Reporting Person” and collectively, the “Reporting Persons”). Capitalized terms used but not defined herein have the meaning ascribed thereto in the Schedule 13G. This Amendment constitutes an exit filing of the Reporting Persons.

 

Item 4. Ownership:

  

  A. Larry N. Feinberg

 

  (a) Amount beneficially owned: 0
  (b) Percent of class: 0.00%
  (c) Number of shares as to which such person has:

 

  (i)    Sole power to vote or direct the vote: 0
  (ii)   Shared power to vote or direct the vote: 0
  (iii) Sole power to dispose or direct the disposition: 0
  (iv) Shared power to dispose or direct the disposition: 0

 

  B. Oracle Partners, L.P.

 

  (a) Amount beneficially owned: 0
  (b) Percent of class: 0.00%
  (c) Number of shares as to which such person has:

 

  (i)    Sole power to vote or direct the vote: 0
  (ii)   Shared power to vote or direct the vote: 0
  (iii) Sole power to dispose or direct the disposition: 0
  (iv) Shared power to dispose or direct the disposition: 0

 

  C. Oracle Institutional Partners, L.P.

 

  (a) Amount beneficially owned: 0
  (b) Percent of class: 0.00%
  (c) Number of shares as to which such person has:

 

  (i)    Sole power to vote or direct the vote: 0
  (ii)   Shared power to vote or direct the vote: 0
  (iii) Sole power to dispose or direct the disposition: 0
  (iv) Shared power to dispose or direct the disposition: 0

 

  D. Oracle Ten Fund, L.P.

 

  (a) Amount beneficially owned: 0
  (b) Percent of class: 0.00%
  (c) Number of shares as to which such person has:

 

  (i)    Sole power to vote or direct the vote: 0
  (ii)   Shared power to vote or direct the vote: 0
  (iii) Sole power to dispose or direct the disposition: 0
  (iv) Shared power to dispose or direct the disposition: 0

 

  E. Oracle Associates, LLC

 

  (a) Amount beneficially owned: 0
  (b) Percent of class: 0.00%
  (c) Number of shares as to which such person has:

 

  (i)    Sole power to vote or direct the vote: 0
  (ii)   Shared power to vote or direct the vote: 0
  (iii) Sole power to dispose or direct the disposition: 0
  (iv) Shared power to dispose or direct the disposition: 0

 

 

  F. Oracle Investment Management, Inc.

 

  (a) Amount beneficially owned: 0
  (b) Percent of class: 0.00%
  (c) Number of shares as to which such person has:

 

  (i)    Sole power to vote or direct the vote: 0
  (ii)   Shared power to vote or direct the vote: 0
  (iii) Sole power to dispose or direct the disposition: 0
  (iv) Shared power to dispose or direct the disposition: 0

 

Item 5. Ownership of Five Percent or Less of a Class:

 

If this statement is being filed to report the fact that as of the date hereof the Reporting Person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following x.

 

 

SIGNATURE

 

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

 

Dated: August 3, 2021

 

  /s/ Larry N. Feinberg
  Larry N. Feinberg, Individually
   
  ORACLE PARTNERS, L.P.
  By: ORACLE ASSOCIATES, LLC, its general partner
   
  By: /s/ Larry N. Feinberg
  Larry N. Feinberg, Managing Member
   
  ORACLE INSTITUTIONAL PARTNERS, L.P.
  By: ORACLE ASSOCIATES, LLC, its general partner
   
  By: /s/ Larry N. Feinberg
 

Larry N. Feinberg, Managing Member

 

ORACLE TEN FUND, L.P.

By: ORACLE ASSOCIATES, LLC, its general partner

   
 

By:

/s/ Larry N. Feinberg

  Larry N. Feinberg, Managing Member
   
  ORACLE ASSOCIATES, LLC
   
  By: /s/ Larry N. Feinberg
  Larry N. Feinberg, Managing Member
   
  ORACLE INVESTMENT MANAGEMENT, INC.
   
  By: /s/ Larry N. Feinberg
  Larry N. Feinberg, President