Page 7 of 18 – SEC Filing
| Cusip No. 23291E208 | 7 of 15 Pages |
This Schedule 13D is filed by (i) Deerfield
Mgmt IV, L.P. (“Deerfield Mgmt IV”), (ii) Deerfield Private Design Fund IV, L.P. (“Deerfield Private
Design Fund IV”), (iii) Deerfield Management Company, L.P. (“Deerfield Management”), (iv) James E.
Flynn, a natural person (“Flynn”), and (v) Steven I. Hochberg, a natural person (“Hochberg”
and collectively with Deerfield Mgmt IV, Deerfield Private Design Fund IV, Deerfield Management and Flynn, the “Reporting
Persons”), with respect to the common stock of DFB Healthcare Acquisitions Corp.
| Item 1. | Security and Issuer. |
This Statement on Schedule 13D relates to the shares of common
stock, par value $0.0001 per share (the “Common Stock”), of DFB Healthcare Acquisitions Corp., a Delaware corporation
(the “Company”). The address of the Company’s principal executive offices is 780 Third Avenue, New York, NY
10017.
Item 2. Identity and Background.
| (a) | This Statement is filed as a joint statement pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934 (the “Exchange Act”) by the Reporting Persons. |
| (b) | The address of the principal business and/or principal office of the Reporting Persons is 780 Third Avenue, 37th Floor, New York, New York 10017. |
| (c) | Flynn is the managing member of the general partner of each of Deerfield Mgmt IV and Deerfield Management. Deerfield Mgmt IV is the general partner of Deerfield Private Design Fund IV, and Deerfield Management is the investment manager of Deerfield Private Design Fund IV. Deerfield Private Design Fund IV purchases, holds and sells securities and other investment products. Hochberg is an employee of Deerfield Management. Schedule A hereto sets forth information regarding persons referred in Instruction C to Schedule 13D. |
| (d) | During the last five years, none of the Reporting Persons, nor, to the best of each of the Reporting Person’s knowledge, any of the persons listed on Schedule A attached hereto, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). |
| (e) | In September 2013, Deerfield Management voluntarily agreed to settle a Securities and Exchange Commission (“SEC”) inquiry relating to six alleged violations of Rule 105 of Regulation M under the Securities Exchange Act of 1934, as amended, without admitting or denying the SEC’s allegations. The violations allegedly occurred between December 2010 and January 2013. Rule 105 generally prohibits purchasing an equity security in a registered offering if the purchaser sold short the same security during a restricted period (generally defined as five business days before the pricing of the offering). Rule 105’s prohibition applies irrespective of any intent to violate the rule. The settlement involved the payment by Deerfield Management of disgorgement, prejudgment interest and a civil money penalty in the aggregate amount of $1,902,224. |
