4//SEC Filing
BLUTT MITCHELL J MD 4
Accession 0000899243-21-033025
CIK 0001824893other
Filed
Aug 12, 8:00 PM ET
Accepted
Aug 13, 7:26 PM ET
Size
49.4 KB
Accession
0000899243-21-033025
Insider Transaction Report
Form 4
BLUTT MITCHELL J MD
Director
Transactions
- Purchase
Warrants (right to buy)
2021-08-11+123,700→ 123,700 total(indirect: By Consonance Capital Opportunity Master Fund, LP)Exercise: $11.50→ Common Stock (123,700 underlying) - Purchase
Warrants (right to buy)
2021-08-11+42,966→ 42,966 total(indirect: By Managed Account)Exercise: $11.50→ Common Stock (42,966 underlying) - Award
Warrants (right to buy)
2021-08-11+416,250→ 582,917 total(indirect: By Consonance Capital Master Account LP)Exercise: $11.50→ Common Stock (416,666 underlying) - Award
Warrants (right to buy)
2021-08-11+308,940→ 432,640 total(indirect: By Consonance Capital Opportunity Master Fund, LP)Exercise: $11.50→ Common Stock (309,250 underlying) - Disposition to Issuer
Class A Ordinary Shares
2021-08-11−500,000→ 0 total(indirect: By Consonance Capital Master Account LP) - Award
Common Stock
2021-08-11+500,000→ 500,000 total(indirect: By Consonance Capital Master Account LP) - Disposition to Issuer
Class A Ordinary Shares
2021-08-11−371,100→ 0 total(indirect: By Consonance Capital Opportunity Master Fund, LP) - Award
Common Stock
2021-08-11+371,100→ 371,100 total(indirect: By Consonance Capital Opportunity Master Fund, LP) - Disposition to Issuer
Class A Ordinary Shares
2021-08-11−128,900→ 0 total(indirect: By Managed Account) - Award
Common Stock
2021-08-11+128,900→ 128,900 total(indirect: By Managed Account) - Award
Common Stock
2021-08-11+1,248,750→ 1,748,750 total(indirect: By Consonance Capital Master Account LP) - Award
Common Stock
2021-08-11+926,822→ 1,297,922 total(indirect: By Consonance Capital Opportunity Master Fund, LP) - Award
Common Stock
2021-08-11+321,928→ 450,828 total(indirect: By Managed Account) - Purchase
Warrants (right to buy)
2021-08-11+166,667→ 166,667 total(indirect: By Consonance Capital Master Account LP)Exercise: $11.50→ Common Stock (166,667 underlying) - Award
Warrants (right to buy)
2021-08-11+107,309→ 150,275 total(indirect: By Managed Account)Exercise: $11.50→ Common Stock (107,416 underlying)
Holdings
- 144,667(indirect: By LLC)
Warrants (right to buy)
Exercise: $11.50→ Common Stock (144,667 underlying) - 1,885,000(indirect: By LLC)
Common Stock
Consonance Capital Management LP
10% Owner
Transactions
- Disposition to Issuer
Class A Ordinary Shares
2021-08-11−371,100→ 0 total(indirect: By Consonance Capital Opportunity Master Fund, LP) - Disposition to Issuer
Class A Ordinary Shares
2021-08-11−128,900→ 0 total(indirect: By Managed Account) - Award
Common Stock
2021-08-11+321,928→ 450,828 total(indirect: By Managed Account) - Purchase
Warrants (right to buy)
2021-08-11+123,700→ 123,700 total(indirect: By Consonance Capital Opportunity Master Fund, LP)Exercise: $11.50→ Common Stock (123,700 underlying) - Award
Common Stock
2021-08-11+500,000→ 500,000 total(indirect: By Consonance Capital Master Account LP) - Award
Common Stock
2021-08-11+371,100→ 371,100 total(indirect: By Consonance Capital Opportunity Master Fund, LP) - Award
Common Stock
2021-08-11+128,900→ 128,900 total(indirect: By Managed Account) - Purchase
Warrants (right to buy)
2021-08-11+166,667→ 166,667 total(indirect: By Consonance Capital Master Account LP)Exercise: $11.50→ Common Stock (166,667 underlying) - Award
Common Stock
2021-08-11+1,248,750→ 1,748,750 total(indirect: By Consonance Capital Master Account LP) - Award
Warrants (right to buy)
2021-08-11+308,940→ 432,640 total(indirect: By Consonance Capital Opportunity Master Fund, LP)Exercise: $11.50→ Common Stock (309,250 underlying) - Award
Warrants (right to buy)
2021-08-11+107,309→ 150,275 total(indirect: By Managed Account)Exercise: $11.50→ Common Stock (107,416 underlying) - Disposition to Issuer
Class A Ordinary Shares
2021-08-11−500,000→ 0 total(indirect: By Consonance Capital Master Account LP) - Award
Common Stock
2021-08-11+926,822→ 1,297,922 total(indirect: By Consonance Capital Opportunity Master Fund, LP) - Purchase
Warrants (right to buy)
2021-08-11+42,966→ 42,966 total(indirect: By Managed Account)Exercise: $11.50→ Common Stock (42,966 underlying) - Award
Warrants (right to buy)
2021-08-11+416,250→ 582,917 total(indirect: By Consonance Capital Master Account LP)Exercise: $11.50→ Common Stock (416,666 underlying)
Holdings
- 1,885,000(indirect: By LLC)
Common Stock
- 144,667(indirect: By LLC)
Warrants (right to buy)
Exercise: $11.50→ Common Stock (144,667 underlying)
Consonance Capman GP, LLC
10% Owner
Transactions
- Award
Common Stock
2021-08-11+500,000→ 500,000 total(indirect: By Consonance Capital Master Account LP) - Disposition to Issuer
Class A Ordinary Shares
2021-08-11−128,900→ 0 total(indirect: By Managed Account) - Award
Common Stock
2021-08-11+926,822→ 1,297,922 total(indirect: By Consonance Capital Opportunity Master Fund, LP) - Purchase
Warrants (right to buy)
2021-08-11+123,700→ 123,700 total(indirect: By Consonance Capital Opportunity Master Fund, LP)Exercise: $11.50→ Common Stock (123,700 underlying) - Award
Warrants (right to buy)
2021-08-11+416,250→ 582,917 total(indirect: By Consonance Capital Master Account LP)Exercise: $11.50→ Common Stock (416,666 underlying) - Award
Warrants (right to buy)
2021-08-11+308,940→ 432,640 total(indirect: By Consonance Capital Opportunity Master Fund, LP)Exercise: $11.50→ Common Stock (309,250 underlying) - Award
Warrants (right to buy)
2021-08-11+107,309→ 150,275 total(indirect: By Managed Account)Exercise: $11.50→ Common Stock (107,416 underlying) - Disposition to Issuer
Class A Ordinary Shares
2021-08-11−500,000→ 0 total(indirect: By Consonance Capital Master Account LP) - Disposition to Issuer
Class A Ordinary Shares
2021-08-11−371,100→ 0 total(indirect: By Consonance Capital Opportunity Master Fund, LP) - Award
Common Stock
2021-08-11+128,900→ 128,900 total(indirect: By Managed Account) - Award
Common Stock
2021-08-11+371,100→ 371,100 total(indirect: By Consonance Capital Opportunity Master Fund, LP) - Award
Common Stock
2021-08-11+1,248,750→ 1,748,750 total(indirect: By Consonance Capital Master Account LP) - Award
Common Stock
2021-08-11+321,928→ 450,828 total(indirect: By Managed Account) - Purchase
Warrants (right to buy)
2021-08-11+166,667→ 166,667 total(indirect: By Consonance Capital Master Account LP)Exercise: $11.50→ Common Stock (166,667 underlying) - Purchase
Warrants (right to buy)
2021-08-11+42,966→ 42,966 total(indirect: By Managed Account)Exercise: $11.50→ Common Stock (42,966 underlying)
Holdings
- 1,885,000(indirect: By LLC)
Common Stock
- 144,667(indirect: By LLC)
Warrants (right to buy)
Exercise: $11.50→ Common Stock (144,667 underlying)
Footnotes (12)
- [F1]On April 15, 2021, Consonance-HFW Acquisition Corp. (the "Issuer") entered into a Business Combination Agreement (the "Business Combination Agreement"), by and among the Issuer, Perseverance Merger Sub Inc. ("Merger Sub"), and Surrozen, Inc. ("Surrozen"). The Business Combination (as defined below) pursuant to the Business Combination Agreement closed on August 11, 2021. Pursuant to the terms of the Business Combination Agreement, on the closing date: (i) the Issuer became a Delaware corporation (the "Domestication") and, in connection with the Domestication, (A) the Issuer's name changed to "Surrozen, Inc.", (B) each outstanding Class A Ordinary Share of the Issuer ("Class A Share") and each outstanding Class B Ordinary Share of the Issuer became one share of common stock of Issuer (the "Common Stock") in transactions exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"),
- [F10]Represents part of units of the Issuer purchased in the Issuer's initial public offering for $10 per unit. Each unit consisted of one Class A Share and one-third of one warrant ("Warrant"), with each whole Warrant entitling the holder to purchase one Class A Share at $11.50 per share. The Warrants will not become exercisable until the later of (a) 30 days after the completion of the Issuer's initial business combination or (b) 12 months from the closing of the Issuer's initial public offering. The Warrants will expire at 5:00 p.m., New York City time, five years after the completion of the Issuer's initial business combination or earlier upon redemption or liquidation.
- [F11]Consonance Life Sciences LLC ("Consonance Life Sciences") is governed by a board of managers consisting of Mitchell J. Blutt, Benny Soffer and Kevin Livingston. As such, Mitchell J. Blutt, Benny Soffer and Kevin Livingston may be deemed to have voting and investment discretion over the securities held by Consonance Life Sciences and may be deemed to have shared beneficial ownership of such securities. Each of Mitchell J. Blutt, Benny Soffer and Kevin Livingston disclaims beneficial ownership of the securities held by Consonance Life Sciences except to the extent of their pecuniary interest therein. The Master Fund, Consonance Opportunity and the Managed Account in the aggregate own the majority of the unit interests in Consonance Life Sciences.
- [F12]Represents part of units of the Issuer purchased for $10 per unit in private placement transactions in connection with the Issuer's initial public offering. Each unit consisted of one Class A Share and one-third of one warrant (a "Private Placement Warrant"), with each whole Private Placement Warrant entitling the holder to purchase one Class A Share at $11.50 per share. The Private Placement Warrants will not become exercisable until the later of (a) 30 days after the completion of the Issuer's initial business combination or (b) 12 months from the closing of the Issuer's initial public offering. The Private Placement Warrants will expire five years after the completion of the Issuer's initial business combination.
- [F2](Continued from footnote 1) pursuant to Rule 16b-3 and Rule 16b-7 under the Exchange Act, and (C) each outstanding warrant of the Issuer became one warrant to purchase one share of Common Stock; and (ii) following the Domestication, Merger Sub merged with and into Surrozen, with Surrozen as the surviving company in the merger and, after giving effect to such merger, continuing as a wholly-owned subsidiary of Issuer (the "Merger"). The Domestication, the Merger and the other transactions contemplated by the Business Combination Agreement are hereinafter referred to as the "Business Combination".
- [F3]Pursuant to Subscription Agreements (the "Subscription Agreements") entered into in connection with the Business Combination Agreement, Consonance Capital Management LP ("Consonance Management") on behalf of the Consonance Investors (as defined below) agreed to subscribe for and purchase, substantially concurrently with the closing of the Business Combination, an aggregate of 2,497,500 units of the Issuer, each consisting of one share of Common Stock and one-third of one redeemable warrant for one share of Common Stock (the "PIPE Warrants"), for a purchase price of $10.00 per unit. Each whole PIPE Warrant entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment, and only whole PIPE Warrants will be exercisable.
- [F4](Continued from footnote 3) The PIPE Warrants have substantially the same provisions as the warrants issued in connection with the Issuer's initial public offering. The transactions pursuant to the Subscription Agreement closed on August 11, 2021.
- [F5]Consonance Management is an indirect beneficial owner of the securities reported herein held by Consonance Capital Master Account, LP (the "Master Account"). Consonance Management is the investment adviser of the Master Account, and pursuant to an investment advisory agreement, Consonance Management exercises voting and investment power over the securities of the Issuer held by the Master Account. Consonance Capman GP LLC ("Capman") is the general partner of Consonance Management.
- [F6](Continued from footnote 5) Consonance Management receives an asset-based fee, but has no pecuniary interest. Mitchell Blutt is the manager and member of Capman and has a pecuniary interest in the securities held by the Master Account as the manager and member of the general partner of the Master Account and thereby is entitled to a portion of the profits allocation. Each of Dr. Blutt, Consonance Management and Capman disclaims beneficial ownership of such securities of the Issuer except to the extent of their pecuniary interest therein.
- [F7]Consonance Management is an indirect beneficial owner of the securities reported herein held by Consonance Capital Opportunity Master Fund, LP ("Consonance Opportunity Master"). Consonance Management is the investment adviser of Consonance Opportunity Master, and pursuant to an investment advisory agreement, Consonance Management exercises voting and investment power over the securities of the Issuer held by Consonance Opportunity Master. Capman is the general partner of Consonance Management. Consonance Management receives an asset-based fee, but has no pecuniary interest. Mitchell Blutt is the manager and member of Capman and has a pecuniary interest in the securities held by Consonance Opportunity Master as the manager and member of the general partner of Consonance Opportunity Master and thereby is entitled to a portion of the profits allocation.
- [F8](Continued from footnote 7) Each of Dr. Blutt, Consonance Management and Capman disclaims beneficial ownership of such securities of the Issuer except to the extent of their pecuniary interest therein.
- [F9]Consonance Management is an indirect beneficial owner of the securities reported herein held by a certain managed account (the "Managed Account", and together with the Master Account and Consonance Opportunity Master, the "Consonance Investors"). Consonance Management is the investment adviser of the Managed Account and exercises voting and investment power over the securities of the Issuer held by the Managed Account. Capman is the general partner of Consonance Management. Consonance Management receives an asset-based fee, but has no pecuniary interest. Mitchell Blutt is the manager and member of Capman. Each of Dr. Blutt, Consonance Management and Capman disclaims beneficial ownership of such securities of the Issuer except to the extent of their pecuniary interest therein.
Issuer
Surrozen, Inc./DE
CIK 0001824893
Entity typeother
Related Parties
1- filerCIK 0001097955
Filing Metadata
- Form type
- 4
- Filed
- Aug 12, 8:00 PM ET
- Accepted
- Aug 13, 7:26 PM ET
- Size
- 49.4 KB