Filing Details
- Accession Number:
- 0000899140-21-000734
- Form Type:
- 13D Filing
- Publication Date:
- 2021-11-18 19:00:00
- Filed By:
- Sarissa Capital Management
- Company:
- Alkermes Plc. (NASDAQ:ALKS)
- Filing Date:
- 2021-11-19
- SEC Url:
- 13D Filing
Ownership Summary
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 |
|---|---|---|---|---|---|---|
| Sarissa Capital Management | 0 | 13,213,000 | 0 | 13,213,000 | 13,213,000 | 8.17% |
| Alexander J. Denner, Ph.D | 0 | 13,213,000 | 0 | 13,213,000 | 13,213,000 | 8.17% |
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.3)*
| Alkermes Public Limited Company |
| (Name of Issuer) |
| Ordinary shares, $0.01 par value |
| (Title of Class of Securities) |
| G01767105 |
| (CUSIP Number) |
| Mark DiPaolo Senior Partner, General Counsel Sarissa Capital Management LP 660 Steamboat Road Greenwich, CT 06830 203-302-2330 |
| (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
| November 18, 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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e),
13d-1(f) or 13d-1(g), check the following box.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person’s 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 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).
| CUSIP No. G01767105 | Page 2 of 5 Pages |
SCHEDULE 13D
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Sarissa Capital Management LP | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS WC | |||
| 5 | CHECK BOX 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 13,213,000 | |||
| 9 | SOLE DISPOSITIVE POWER 0 | |||
| 10 | SHARED DISPOSITIVE POWER 13,213,000 | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 13,213,000 | |||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES: | ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.17% | |||
| 14 | TYPE OF REPORTING PERSON PN | |||
| CUSIP No. G01767105 | Page 3 of 5 Pages |
SCHEDULE 13D
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Alexander J. Denner, Ph.D. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS WC | |||
| 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 | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 | ||
| 8 | SHARED VOTING POWER 13,213,000 | |||
| 9 | SOLE DISPOSITIVE POWER 0 | |||
| 10 | SHARED DISPOSITIVE POWER 13,213,000 | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 13,213,000 | |||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES: | ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.17% | |||
| 14 | TYPE OF REPORTING PERSON IN | |||
| CUSIP No. G01767105 | Page 4 of 5 Pages |
SCHEDULE 13D
This Amendment No. 3 to Schedule 13D (“Amendment No.3”) relates to ordinary shares, par value $0.01 per share (“Common Stock” and, such shares, the “Shares”), issued by Alkermes Public Limited Company, a company incorporated under the laws of
Ireland (the “Issuer”), and amends the initial statement on Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on May 10, 2021 (the “Initial Schedule 13D”), as amended by Amendment No. 1 to Schedule 13D filed on May 27, 2021
(“Amendment No. 1”) and Amendment No. 2 to Schedule 13D filed on September 10, 2021 (“Amendment No. 2” and together with the Initial Schedule 13D and Amendment No. 1, the “Schedule 13D”), on behalf of the Reporting Persons, to furnish the additional
information set forth herein. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D.
Item 3. Source or Amount of Funds or Other Consideration. Item 3 of the Schedule 13D is hereby amended to include the following:
The Reporting Persons may be deemed to be the beneficial owner of, in the aggregate, 13,213,000 Shares. The aggregate purchase price of the Shares is approximately $274,351,197. The source of funding for these purchases was the general working
capital of the respective purchasers.
Item 4. Purpose of Transaction. Item 4 of the Schedule 13D is hereby amended to include the following:
Pursuant to the Settlement Agreement described in the Initial Schedule 13D, and following discussions with the Issuer, Sarissa Capital designated Cato T. Laurencin, M.D., Ph.D. to serve as a director on
the Board. Dr. Laurencin was appointed to the Board on November 18, 2021. Under the Settlement Agreement, the Issuer is also required to nominate Dr. Laurencin for re-election to the Board at the 2022 annual meeting of shareholders.
The Reporting Persons believe the nomination of Dr. Laurencin is a positive outcome for shareholders. The Reporting Persons expect that he will provide a fresh perspective to the Board and are confident
he will work with other Board members to focus on optimal capital allocation and operational excellence for the benefit of all shareholders. The Reporting Persons intend to continue discussions with the Issuer and other interested parties regarding
Board composition, governance, operations and other matters.
Item 5. Interest in Securities of the Issuer. Items 5 (a) and (b) of the Initial Schedule 13D are hereby amended and restated as follows:
(a) The Reporting Persons may be deemed to beneficially own, in the aggregate, 13,213,000 Shares representing approximately 8.17% of the outstanding Shares, based upon the 161,705,367 Shares outstanding as of October 22, 2021, as set forth in the
Form 10-Q of the Issuer filed with the U.S. Securities and Exchange Commission on October 27, 2021.
(b) For purposes of this Schedule 13D:
All of the Shares for which Sarissa Capital and Dr. Denner may be deemed to beneficially own are held directly by the Sarissa Funds. 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 Shares held directly by the Sarissa Funds. By virtue of his position as the Chief Investment Officer of Sarissa Capital and by virtue of his control of the ultimate
general partner of Sarissa Capital, 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 Shares held directly by the Sarissa Funds.
| CUSIP No. G01767105 | Page 5 of 5 Pages |
| SCHEDULE 13D | |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: November 19, 2021
SARISSA CAPITAL MANAGEMENT LP
| By: | /s/ Mark DiPaolo |
| Name: | Mark DiPaolo |
| Title: | Senior Partner, General Counsel |
/s/Alexander J. Denner
Alexander J. Denner
Alexander J. Denner