13D Filing: GoldenTree Asset Management and Kadmon Holdings Inc.

Page 6 of 7 – SEC Filing

Introductory Statement
Pursuant to Rule 13d-2 promulgated under the Act, this Schedule 13D/A (this “Amendment No. 1”) amends the Schedule 13D filed on August 5, 2016 (the “Original Schedule 13D”) (the Original Schedule 13D and this Amendment No. 1 are collectively referred to herein as the “Schedule 13D”).  This Amendment No. 1 relates to the common stock, par value $0.001 per share (the “Common Stock”), of Kadmon Holdings, Inc., a Delaware corporation (the “Issuer”).  Except as otherwise provided herein, each Item of the Schedule 13D remains unchanged.  Capitalized terms used herein but not otherwise defined have the meanings ascribed to such terms in the Original Schedule 13D as amended by this Amendment No. 1.  This Amendment No. 1 is being filed to report the change in the percentage of Common Stock outstanding beneficially owned by the Reporting Persons based in the shares of Common Stock reported to be outstanding by the Issuer in its Form 10-K filed with the SEC on March 22, 2017.
Item 5. Interest in Securities of the Issuer.
Item 5(a)-(b) is amended and supplemented by adding thereto the following:
As of the date of this Amendment No. 1, each of the Reporting Persons beneficially owns shares of Common Stock in such numbers as set forth on the cover pages of this Amendment.  The total number of shares each of the Reporting Persons beneficially owns represents such percentages as set forth on the cover pages to this Amendment of the Common Stock outstanding.  The percentages used in this Amendment No. 1 are calculated based upon (i) the 51,846,521 shares of Common Stock reported to be outstanding as of March 15, 2017 by the Issuer in its Form 10-K, filed with the SEC on March 22, 2017, plus, where indicated, (ii) (x) 2,193,863 shares of Common Stock of the Issuer issuable upon the conversion of the Preferred Stock of the Issuer on an as-converted basis (including shares of Common Stock that are issuable in respect of accrued and unpaid dividends on the Preferred Stock as of March 27, 2017) and (y) 219,828 shares of Common Stock issuable upon the exercise of the Warrants on an as-converted basis.

Follow Kadmon Holdings Inc. (NYSE:KDMN)