Filing Details
- Accession Number:
- 0001193125-21-148141
- Form Type:
- 13D Filing
- Publication Date:
- 2021-05-03 16:57:28
- Filed By:
- Versant Venture Capital Vi, L.p.
- Company:
- Aligos Therapeutics Inc.
- Filing Date:
- 2021-05-03
- SEC Url:
- 13D Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Versant Venture Capital VI | 1,943,916 | 0 | 1,943,916 | 0 | 1,943,916 | 5.1% |
| Versant Ventures VI GP | 0 | 1,943,916 | 0 | 1,943,916 | 1,943,916 | 5.1% |
| Versant Ventures VI GP-GP | 0 | 1,943,916 | 0 | 1,943,916 | 1,943,916 | 5.1% |
| Versant Vantage I | 862,444 | 0 | 862,444 | 0 | 862,444 | 2.3% |
| Versant Vantage I GP | 0 | 862,444 | 0 | 862,444 | 862,444 | 2.3% |
| Versant Vantage I GP-GP | 0 | 862,444 | 0 | 862,444 | 862,444 | 2.3% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-l(a) AND AMENDMENTS THERETO FILED PURSUANT
TO RULE 13d-2(a)
(Amendment No. 1)*
Aligos Therapeutics, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
01626L 10 5
(CUSIP Number)
Versant Venture Capital VI, L.P.
Robin L. Praeger
One Sansome Street, Suite 3630
San Francisco, CA 94104
415-801-8100
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
April 26, 2021
(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.
| CUSIP No. 01626L 10 5 | 13D |
| 1. | Name of Reporting Persons
Versant Venture Capital VI, L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☒ (1)
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
WC | |||||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 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
1,943,916 shares of common stock (2) | ||||
| 8. | Shared Voting Power
0 | |||||
| 9. | Sole Dispositive Power
1,943,916 shares of common stock (2) | |||||
| 10. | Shared Dispositive Power
0 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,943,916 shares of common stock (2) | |||||
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row 11
5.1% (3) | |||||
| 14. | Type of Reporting Person (See Instructions)
PN | |||||
| (1) | This Schedule 13D is filed by Versant Venture Capital VI, L.P. (Versant VI), Versant Ventures VI GP, L.P. (Versant Ventures VI GP), Versant Ventures VI GP-GP, LLC (Versant Ventures VI GP-GP), Versant Vantage I, L.P. (Versant Vantage I), Versant Vantage I GP, L.P. (Versant Vantage I GP) and Versant Vantage I GP-GP, LLC (Versant Vantage I GP-GP and, with Versant VI, Versant Ventures VI GP, Versant Ventures VI GP-GP, Versant Vantage I and Versant Vantage I GP, collectively, the Reporting Persons). Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP, which is the general partner of Versant VI. Each of Versant Ventures VI GP-GP and Versant Ventures VI GP share voting and dispositive power over the shares held by Versant VI. Versant Vantage I GP-GP is the general partner of Versant Vantage I GP, which is the general partner of Versant Vantage I. Each of Versant Vantage I GP-GP and Versant Vantage I GP share voting and dispositive power over the shares held by Versant Vantage I. The Reporting Persons expressly disclaim status as a group for purposes of this Schedule 13D. |
| (2) | These shares are held by Versant VI. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP, which is the general partner of Versant VI. Each of Versant Ventures VI GP-GP and Versant Ventures VI GP may be deemed to share voting and dispositive power with respect to the shares held by Versant VI. |
| (3) | Based upon 38,143,228 shares of the Issuers common stock outstanding as of March 18, 2021, as reported in the Issuers annual report on Form 10-K for the year ended December 31, 2020, filed with the United States Securities and Exchange Commission (the Commission) on March 23, 2021 (the Form 10-K). |
| CUSIP No. 01626L 10 5 | 13D |
| 1. | Name of Reporting Persons
Versant Ventures VI GP, L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☒ (1)
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
AF | |||||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 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
1,943,916 shares of common stock (2) | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
1,943,916 shares of common stock (2) | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,943,916 shares of common stock (2) | |||||
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row 11
5.1% (3) | |||||
| 14. | Type of Reporting Person (See Instructions)
PN | |||||
| (1) | This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a group for purposes of this Schedule 13D. | |
| (2) | These shares are held by Versant VI. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP, which is the general partner of Versant VI. Versant Ventures VI GP-GP and Versant Ventures VI GP may be deemed to share voting and dispositive power with respect to the shares held by Versant VI. | |
| (3) | This calculation is based upon 38,143,228 shares of the Issuers common stock outstanding as of March 18, 2021, as reported in the Form 10-K. |
| CUSIP No. 01626L 10 5 | 13D |
| 1. | Name of Reporting Persons
Versant Ventures VI GP-GP, LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☒ (1)
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
AF | |||||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 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
1,943,916 shares of common stock (2) | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
1,943,916 shares of common stock (2) | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,943,916 shares of common stock (2) | |||||
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row 11
5.1% (3) | |||||
| 14. | Type of Reporting Person (See Instructions)
OO | |||||
| (1) | This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a group for purposes of this Schedule 13D. |
| (2) | These shares are held by Versant VI. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP, which is the general partner of Versant VI. Versant Ventures VI GP-GP and Versant Ventures VI GP may be deemed to share voting and dispositive power with respect to the shares held by Versant VI. |
| (3) | This calculation is based upon 38,143,228 shares of the Issuers common stock outstanding as of March 18, 2021, as reported in the Form 10-K. |
| CUSIP No. 01626L 10 5 | 13D |
| 1. | Name of Reporting Persons
Versant Vantage I, L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☒ (1)
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
WC | |||||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 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
862,444 shares of common stock (2) | ||||
| 8. | Shared Voting Power
0 | |||||
| 9. | Sole Dispositive Power
862,444 shares of common stock (2) | |||||
| 10. | Shared Dispositive Power
0 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
862,444 shares of common stock (2) | |||||
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row 11
2.3% (3) | |||||
| 14. | Type of Reporting Person (See Instructions)
PN | |||||
| (1) | This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a group for purposes of this Schedule 13D. |
| (2) | These shares are held by Versant Vantage I. Versant Vantage I GP-GP is the general partner of Versant Vantage I GP, which is the general partner of Versant Vantage I. Versant Vantage I GP-GP and Versant Vantage I GP may be deemed to share voting and dispositive power with respect to the shares held by Versant Vantage I. |
| (3) | This calculation is based upon 38,143,228 shares of the Issuers common stock outstanding as of March 18, 2021, as reported in the Form 10-K. |
| CUSIP No. 01626L 10 5 | 13D |
| 1. | Name of Reporting Persons
Versant Vantage I GP, L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☒ (1)
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
AF | |||||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 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
862,444 shares of common stock (2) | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
862,444 shares of common stock (2) | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
862,444 shares of common stock (2) | |||||
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row 11
2.3% (3) | |||||
| 14. | Type of Reporting Person (See Instructions)
PN | |||||
| (1) | This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a group for purposes of this Schedule 13D. |
| (2) | These shares are held by Versant Vantage I. Versant Vantage I GP-GP is the general partner of Versant Vantage I GP, which is the general partner of Versant Vantage I. Versant Vantage I GP-GP and Versant Vantage I GP may be deemed to share voting and dispositive power with respect to the shares held by Versant Vantage I. |
| (3) | This calculation is based upon 38,143,228 shares of the Issuers common stock outstanding as of March 18, 2021, as reported in the Form 10-K. |
| CUSIP No. 01626L 10 5 | 13D |
| 1. | Name of Reporting Persons
Versant Vantage I GP-GP, LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☒ (1)
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
AF | |||||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 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
862,444 shares of common stock (2) | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
862,444 shares of common stock (2) | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
862,444 shares of common stock (2) | |||||
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row 11
2.3% (3) | |||||
| 14. | Type of Reporting Person (See Instructions)
OO | |||||
| (1) | This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a group for purposes of this Schedule 13D. |
| (2) | These shares are held by Versant Vantage I. Versant Vantage I GP-GP is the general partner of Versant Vantage I GP, which is the general partner of Versant Vantage I. Versant Vantage I GP-GP and Versant Vantage I GP may be deemed to share voting and dispositive power with respect to the shares held by Versant Vantage I. |
| (3) | This calculation is based upon 38,143,228 shares of the Issuers common stock outstanding as of March 18, 2021, as reported in the Form 10-K. |
| CUSIP No. 01626L 10 5 | 13D |
Explanatory Note:
This Amendment No 1. (Amendment) amends and supplements the Schedule 13D originally filed by the Reporting Persons with the Commission on October 30, 2020 (the Original Schedule 13D). Only those items that are hereby reported are amended; all other items reported in the Original Schedule 13D remain unchanged. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. Capitalized terms not defined in this Amendment have the meanings ascribed to them in the Original Schedule 13D.
Item 4. Purpose of Transaction
Solely on behalf of, and only to the extent that it relates to, the Reporting Persons, Item 4 of the Original Schedule 13D is hereby amended and supplemented by the addition of the following:
The Reporting Persons have previously reserved the right and continue to reserve the right, based on all relevant factors and subject to applicable law or other restrictions, at any time and from time to time, to acquire additional shares of Common Stock or other securities of the Issuer, dispose of some or all of the shares of Common Stock or other securities of the Issuer that it may own from time to time, in each case in open market or private transactions, block sales or otherwise or pursuant to ordinary stock exchange transactions effected through one or more broker-dealers whether individually or utilizing specific pricing or other instructions (including by means of Rule 10b5-1 programs), and review or reconsider their position, change their purpose, take other actions or formulate and implement plans or proposals with respect to any of the foregoing.
The Reporting Persons intend to review their investment in the Issuer from time to time on the basis of various factors, including the Issuers business, financial condition, results of operations and prospects, general economic and industry conditions, the securities markets in general and those for the Issuers stock in particular, as well as other developments.
Item 5. Interest in Securities of the Issuer
Solely on behalf of, and only to the extent that it relates to the Reporting Persons, Item 5 of the Original Schedule 13D is hereby amended as follows:
(a) and (b) See Items 7-11 of the cover pages of this Amendment.
(c) On April 26, 2021, Versant VI effected a pro rata distribution without additional consideration of 485,979 shares of Common Stock to (i) Versant Ventures VI GP, its general partner and (ii) its limited partners. Versant Ventures VI GP then effected a pro rata distribution without additional consideration of the shares that it received in connection with such distribution to (i) Versant Ventures VI GP-GP, its general partner and (ii) its limited partners. Versant Ventures VI GP-GP then effected a pro rata distribution without additional consideration of the shares that it received in connection with such distribution to its members.
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.
| May 3, 2021
| ||
| Versant Venture Capital VI, L.P. | ||
| By: | Versant Ventures VI GP, L.P. | |
| Its: | General Partner | |
| By: | Versant Ventures VI GP-GP, LLC | |
| Its: | General Partner | |
| By: | /s/ Robin L. Praeger, Managing Director | |
| Versant Ventures VI GP, L.P. | ||
| By: | Versant Ventures VI GP-GP, LLC | |
| Its: | General Partner | |
| By: | /s/ Robin L. Praeger, Managing Director | |
| Versant Ventures VI GP-GP, LLC | ||
| By: | /s/ Robin L. Praeger, Managing Director | |
| Versant Vantage I, L.P. | ||
| By: | Versant Vantage I GP, L.P. | |
| Its: | General Partner | |
| By: | Versant Vantage I GP-GP, LLC | |
| Its: | General Partner | |
| By: | /s/ Robin L. Praeger, Managing Director | |
| Versant Vantage I GP, L.P. | ||
| By: | Versant Vantage I GP-GP, LLC | |
| Its: | General Partner | |
| By: | /s/ Robin L. Praeger, Managing Director | |
| Versant Vantage I GP-GP, LLC | ||
| By: | /s/ Robin L. Praeger, Managing Director | |