Filing Details

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

SCHEDULE 13D

(Rule 13d-101)

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

 

Odonate Therapeutics, Inc.

(Name of Issuer)

Common Stock, $0.01 par value

(Title of Class of Securities)

676079106

(CUSIP Number)

David A. Brown

Alston & Bird LLP

950 F Street, N.W.

Washington, DC 20004-1404

202-239-3463

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

August 28, 2020

(Date of Event Which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box  ☐.

 

*	The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

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CUSIP No. 676079106		SCHEDULE 13D

 

1		NAMES OF REPORTING PERSONS     Boxer Capital, LLC
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)   (a)  ☒        (b)  ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS (See Instructions)     WC
5		CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)     ☐
6		CITIZENSHIP OR PLACE OF ORGANIZATION     Delaware

NUMBER OF SHARES   BENEFICIALLY   OWNED BY EACH REPORTING PERSON WITH				7		SOLE VOTING POWER     0
				8		SHARED VOTING POWER     4,766,886
				9		SOLE DISPOSITIVE POWER     0
				10		SHARED DISPOSITIVE POWER     4,766,886

11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON     4,766,886
12		CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)     ☐
13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)     12.6%*
14		TYPE OF REPORTING PERSON (See Instructions)     OO

 

*	Based on 37,724,686 shares of the Issuers Common Stock outstanding following the completion of the Issuers offering as set forth in the Issuers prospectus supplement filed with the Securities and Exchange Commission on August 31, 2020.

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CUSIP No. 676079106		SCHEDULE 13D

 

1		NAMES OF REPORTING PERSONS     Boxer Asset Management Inc.
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)   (a)  ☒        (b)  ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS (See Instructions)     AF
5		CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)     ☐
6		CITIZENSHIP OR PLACE OF ORGANIZATION     Bahamas

NUMBER OF SHARES   BENEFICIALLY   OWNED BY EACH REPORTING PERSON WITH				7		SOLE VOTING POWER     0
				8		SHARED VOTING POWER     4,766,886
				9		SOLE DISPOSITIVE POWER     0
				10		SHARED DISPOSITIVE POWER     4,766,886

11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON     4,766,886
12		CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)     ☐
13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)     12.6%*
14		TYPE OF REPORTING PERSON (See Instructions)     CO

 

*	Based on 37,724,686 shares of the Issuers Common Stock outstanding following the completion of the Issuers offering as set forth in the Issuers prospectus supplement filed with the Securities and Exchange Commission on August 31, 2020.

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CUSIP No. 676079106		SCHEDULE 13D

 

1		NAMES OF REPORTING PERSONS     Aaron I. Davis
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)   (a)  ☒        (b)  ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS (See Instructions)     PF
5		CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)     ☐
6		CITIZENSHIP OR PLACE OF ORGANIZATION     United States of America

NUMBER OF SHARES   BENEFICIALLY   OWNED BY EACH REPORTING PERSON WITH				7		SOLE VOTING POWER     645,756
				8		SHARED VOTING POWER     0
				9		SOLE DISPOSITIVE POWER     645,756
				10		SHARED DISPOSITIVE POWER     0

11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON     645,756
12		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)     ☐
13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)     1.7%*
14		TYPE OF REPORTING PERSON (See Instructions)     IN

 

*	Based on 37,724,686 shares of the Issuers Common Stock outstanding following the completion of the Issuers offering as set forth in the Issuers prospectus supplement filed with the Securities and Exchange Commission on August 31, 2020.

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CUSIP No. 676079106		SCHEDULE 13D

 

1		NAMES OF REPORTING PERSONS     Joe Lewis
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)   (a)  ☒        (b)  ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS (See Instructions)     AF
5		CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)     ☐
6		CITIZENSHIP OR PLACE OF ORGANIZATION     United Kingdom

NUMBER OF SHARES   BENEFICIALLY   OWNED BY EACH REPORTING PERSON WITH				7		SOLE VOTING POWER     0
				8		SHARED VOTING POWER     4,766,886
				9		SOLE DISPOSITIVE POWER     0
				10		SHARED DISPOSITIVE POWER     4,766,886

11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON     4,766,886
12		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)     ☐
13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)     12.6%*
14		TYPE OF REPORTING PERSON (See Instructions)     IN

 

*	Based on 37,724,686 shares of the Issuers Common Stock outstanding following the completion of the Issuers offering as set forth in the Issuers prospectus supplement filed with the Securities and Exchange Commission on August 31, 2020.

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CUSIP No. 676079106		SCHEDULE 13D

 

This Amendment No. 2 (Amendment No. 2) amends and supplements the statement on Schedule 13D filed on December 8, 2017 (the Original Filing) by Boxer Capital, LLC (Boxer Capital), Boxer Asset Management (Boxer Management), Aaron I. Davis, and Joe Lewis (together with Boxer Capital, Boxer Management and Mr. Davis, the Reporting Persons), as amended by Amendment No. 1, filed by the Reporting Persons on December 27, 2018. The Original Filing, as amended, remains in effect except to the extent that it is amended, restated or superseded by information contained in this Amendment No. 2. Capitalized terms used and not defined in this Amendment No. 2 have the meanings set forth in the Original Filing, as amended.

Item 3. Source and Amount of Funds or Other Consideration.

Item 3 is hereby amended by adding the following:

On August 28, 2020, Boxer Capital purchased 1,403,509 shares of Common Stock at a price of $14.25 per share in the Issuers public offering for an aggregate purchase price of approximately $20,000,000. The source of the funding for the purchases of the Common Stock was the general working capital of Boxer Capital.

Item 4. Purpose of Transaction.

Item 4 is hereby amended by adding the following:

On August 28, 2020, Boxer Capital purchased 1,403,509 shares of Common Stock at a price of $14.25 per share in the Issuers public offering.

Item 5. Interest in Securities of the Issuer.

Item 5 is hereby amended and restated in its entirety as follows:

(a) The Reporting Persons may be deemed to beneficially own, in the aggregate, 5,412,642 shares of Common Stock, representing 14.3% of the Issuers outstanding Common Stock. Boxer Capital, Boxer Management and Joe Lewis beneficially own 4,766,886 shares of Common Stock, which represents 12.6% of the Issuers outstanding Common Stock. Aaron I. Davis beneficially owns 645,756 shares of Common Stock, which represents 1.7% of the Issuers outstanding Common Stock. All percentages are based on 37,724,686 shares of the Issuers Common Stock outstanding following the completion of the Issuers offering as set forth in the Issuers prospectus supplement filed with the Securities and Exchange Commission on August 31, 2020.

(b) With respect to any rights or powers to vote, or to direct the vote of, or to dispose of, or direct the disposition of, the Common Stock owned by the Reporting Persons:

(i) Sole power to vote or direct the vote:

Aaron I. Davis has the sole power to vote or to direct the vote of the 645,756 shares of Common Stock he beneficially owns.    

(ii) Shared power to vote or to direct the vote:

Boxer Capital, Boxer Management and Joe Lewis have shared power to vote or to direct the vote of the 4,766,886 shares of Common Stock they beneficially own.

(iii) Sole power to dispose or to direct the disposition of:

Aaron I. Davis has the sole power to dispose or to direct the disposition of the 645,756 shares of Common Stock he beneficially owns.

(iv) Shared power to dispose or to direct the disposition of:

Boxer Capital, Boxer Management and Joe Lewis have shared power to dispose or to direct the disposition of the 4,766,886 shares of Common Stock they beneficially own.

(c) Other than as described herein, the Reporting Persons have not engaged in any transactions in the Common Stock in the past 60 days.

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CUSIP No. 676079106		SCHEDULE 13D

 

(d) No other person has the right to receive or the power to direct the receipt of dividends, or proceeds of sale of such securities outlined in this report.

(e) Not applicable.

Item 7. Material to Be Filed as Exhibits.

 

 

Exhibit 1		Joint Filing Agreement, dated December 8, 2017, among Boxer Capital, Boxer Management, Joe Lewis and Aaron I. Davis, incorporated by reference to Exhibit 99.1 to the Schedule 13D filed by the Reporting Persons on December 8, 2017.

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CUSIP No. 676079106		SCHEDULE 13D

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: September 1, 2020