13D Filing: Sarissa Capital Management and Innoviva Inc. (NASDAQ:INVA)

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Page 8 of 11 – SEC Filing

 

CUSIP No. 45781M101

 

SCHEDULE 13D

 

Item 5.  Interest in Securities of the Issuer.

 

(a) The Reporting Persons may be deemed to beneficially own, in the aggregate, 5,796,100 Shares representing approximately 5.73% of the Issuers outstanding Shares (based upon the 101,123,024 Shares stated to be outstanding as of February 11, 2019 by the Issuer in the Issuers Form 10-K filed with the Securities and Exchange Commission on February 19, 2019).

 

(b) For purposes of this Schedule 13D:

 

Sarissa Offshore has sole voting power and sole dispositive power with regard to 3,680,000 Shares.  Sarissa Catapult has sole voting power and sole dispositive power with regard to 855,000 Shares.  Sarissa Hawkeye has sole voting power and sole dispositive power with regard to 745,000 Shares.  Sarissa Capital, as the investment advisor to the Sarissa Funds, may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) the 5,280,000 Shares held by the Sarissa Funds and the sole power to vote or direct the vote of (and the sole power to dispose or direct the disposition of) an additional 516,100 Shares held by the Sarissa Funds.  By virtue of his position as the Chief Investment Officer of Sarissa Capital and as the managing member of Sarissa Capitals general partner, Dr. Denner may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) the 5,796,100 Shares held by the Sarissa Funds.

 

(c) The following table sets forth all transactions with respect to Shares effected during the past sixty (60) days by any of the Reporting Persons, inclusive of any transactions effected through 4:00 p.m., New York City time, on February 22, 2019.  Except as otherwise noted below, all such transactions were purchases of Shares effected in the open market.

 

Name of Reporting
Person

 

Date of Transaction

 

Amount of Securities

 

Price Per Share ($)

 

Sarissa Hawkeye

 

February 14, 2019

 

53,300

 

14.55

 

Sarissa Hawkeye

 

February 14, 2019

 

35,000

 

14.48

 

Sarissa Hawkeye

 

February 15, 2019

 

100,000

 

14.80

 

Sarissa Hawkeye

 

February 15, 2019

 

25,000

 

14.81

 

Sarissa Hawkeye

 

February 15, 2019

 

78,700

 

14.80

 

Sarissa Hawkeye

 

February 19, 2019

 

50,000

 

14.59

 

Sarissa Hawkeye

 

February 19, 2019

 

48,000

 

14.60

 

Sarissa Hawkeye

 

February 20, 2019

 

40,000

 

14.58

 

Sarissa Hawkeye

 

February 21, 2019

 

90,000

 

14.90

 

Sarissa Hawkeye

 

February 22, 2019

 

20,000

 

14.97

 

Sarissa Hawkeye

 

February 22, 2019

 

205,000

 

15.10

 

 

Item 6.  Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

 

Except as otherwise described herein, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any person with respect to any securities of the Issuer, including but not limited to transfer or voting of any of the securities, finders fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

 

Item 7.  Material to be Filed as Exhibits.

 

1          Joint Filing Agreement of the Reporting Persons

 

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