3//SEC Filing
New Leaf Biopharma Opportunities I, L.P. 3
Accession 0000899243-17-022742
CIK 0001654151other
Filed
Sep 27, 8:00 PM ET
Accepted
Sep 28, 5:22 PM ET
Size
20.2 KB
Accession
0000899243-17-022742
Insider Transaction Report
Form 3
New Leaf Ventures III, L.P.
10% Owner
Holdings
- (indirect: See Footnotes)
Series B-1 Preferred Stock
→ Common Stock (839,110 underlying) - (indirect: See Footnotes)
Series B-2 Preferred Stock
→ Common Stock (1,118,722 underlying) - (indirect: See Footnotes)
Series C Preferred Stock
→ Common Stock (372,883 underlying) - (indirect: See Footnotes)
Series B-2 Preferred Stock
→ Common Stock (1,118,722 underlying) - (indirect: See Footnotes)
Series B-1 Preferred Stock
→ Common Stock (279,703 underlying)
Holdings
- (indirect: See Footnotes)
Series B-1 Preferred Stock
→ Common Stock (279,703 underlying) - (indirect: See Footnotes)
Series C Preferred Stock
→ Common Stock (372,883 underlying) - (indirect: See Footnotes)
Series B-2 Preferred Stock
→ Common Stock (1,118,722 underlying) - (indirect: See Footnotes)
Series B-1 Preferred Stock
→ Common Stock (839,110 underlying) - (indirect: See Footnotes)
Series B-2 Preferred Stock
→ Common Stock (1,118,722 underlying)
New Leaf BPO Associates I, L.P.
10% Owner
Holdings
- (indirect: See Footnotes)
Series B-1 Preferred Stock
→ Common Stock (839,110 underlying) - (indirect: See Footnotes)
Series B-1 Preferred Stock
→ Common Stock (279,703 underlying) - (indirect: See Footnotes)
Series C Preferred Stock
→ Common Stock (372,883 underlying) - (indirect: See Footnotes)
Series B-2 Preferred Stock
→ Common Stock (1,118,722 underlying) - (indirect: See Footnotes)
Series B-2 Preferred Stock
→ Common Stock (1,118,722 underlying)
Holdings
- (indirect: See Footnotes)
Series B-1 Preferred Stock
→ Common Stock (839,110 underlying) - (indirect: See Footnotes)
Series C Preferred Stock
→ Common Stock (372,883 underlying) - (indirect: See Footnotes)
Series B-1 Preferred Stock
→ Common Stock (279,703 underlying) - (indirect: See Footnotes)
Series B-2 Preferred Stock
→ Common Stock (1,118,722 underlying) - (indirect: See Footnotes)
Series B-2 Preferred Stock
→ Common Stock (1,118,722 underlying)
Holdings
- (indirect: See Footnotes)
Series B-1 Preferred Stock
→ Common Stock (839,110 underlying) - (indirect: See Footnotes)
Series B-1 Preferred Stock
→ Common Stock (279,703 underlying) - (indirect: See Footnotes)
Series C Preferred Stock
→ Common Stock (372,883 underlying) - (indirect: See Footnotes)
Series B-2 Preferred Stock
→ Common Stock (1,118,722 underlying) - (indirect: See Footnotes)
Series B-2 Preferred Stock
→ Common Stock (1,118,722 underlying)
Footnotes (5)
- [F1]Represents preferred stock of Deciphera Pharmaceuticals, LLC ("Deciphera, LLC"). Upon the closing of the Issuer's initial public offering, each share of preferred stock will automatically be converted into 5.65 shares of common stock of the Issuer.
- [F2]The preferred stock is currently owned by NLV-3 Deciphera, Inc., a wholly-owned subsidiary of New Leaf Ventures III, L.P. ("NLV III") whose sole purpose is to hold equity interests in Deciphera, LLC. Pursuant to that certain Reorganization Agreement and Plan of Merger by and among the Issuer, Deciphera, LLC and the other parties named therein, dated September 26, 2017 and in the form attached as Exhibit 2.1 to the Issuer's registration statement on Form S-1, File No. 333-220299 (the "Merger Agreement"), the Issuer will issue shares of its common stock to NLV III in exchange for the shares of Deciphera, LLC. New Leaf Venture Associates III, L.P. ("NLV Associates III") is the sole general partner of NLV III. New Leaf Venture Management III, L.L.C. ("NLV Management III") is the sole general partner of NLV Associates III. New Leaf Venture Partners, L.L.C. ("NLVP") is the investment adviser of NLV III.
- [F3](Continued from Footnote 2) Each of NLV Associates III and NLV Management III disclaim beneficial ownership of these securities and this report shall not be deemed an admission that NLV Associates III or NLV Management III are beneficial owners of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein. Each of Liam Ratcliffe, a member of the Issuer's board of directors, Jeani Delagardelle, Ronald M. Hunt and Vijay K. Lathi (each, a "Member" and collectively, the "Members") is a member of NLV Management III and may be deemed to have shared voting and dispositive power of these securities. Each of the Members disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
- [F4]The preferred stock is currently owned by NLV-G Deciphera, Inc., a wholly-owned subsidiary of New Leaf Biopharma Opportunities I, L.P. ("Biopharma I") whose sole purpose is to hold equity interests in Deciphera, LLC. Pursuant to the Merger Agreement, the Issuer will issue shares of its common stock to Biopharma I in exchange for shares of Deciphera, LLC. New Leaf BPO Associates I, L.P. ("NLBA I") is the sole general partner of Biopharma I. NLV Management III is the sole general partner of NLBA I. NLVP is the investment adviser of Biopharma I. Each of NLBA I and NLV Management III disclaim beneficial ownership of these securities and this report shall not be deemed an admission that NLBA I or NLV Management III are beneficial owners of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein. Each of the Members may be deemed to have shared voting and dispositive power of these securities.
- [F5](Continued from Footnote 4) Each of the Members disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
Documents
Issuer
Deciphera Pharmaceuticals, Inc.
CIK 0001654151
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001625696
Filing Metadata
- Form type
- 3
- Filed
- Sep 27, 8:00 PM ET
- Accepted
- Sep 28, 5:22 PM ET
- Size
- 20.2 KB