Filing Details

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Information To Be Included In Statements Filed Pursuant
To § 240.13d-1(b), (c), and (d) and Amendments Thereto Filed
Pursuant To § 240.13d-2

Under the Securities Exchange Act of 1934


(Amendment No. 1)^*




Celator Pharmaceuticals, Inc.
(Name of Issuer)

Common Stock, $0.001 par value per share
(Title of Class of Securities)

15089R102
(CUSIP Number)

December 31, 2016
(Date of Event Which Requires Filing of This Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐  Rule 13d-1(b)

☐ Rule 13d-1(c)

☒  Rule 13d-1(d)

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1	NAMES OF REPORTING PERSONS   Quaker BioVentures, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)  ☐  (b)  ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION   Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER   0
		6	SHARED VOTING POWER   0
		7	SOLE DISPOSITIVE POWER   0
		8	SHARED DISPOSITIVE POWER   0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9   0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   PN

 

 

 

1	NAMES OF REPORTING PERSONS   Garden State Life Sciences Venture Fund, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)  ☐  (b)  ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION   Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER   0
		6	SHARED VOTING POWER   0
		7	SOLE DISPOSITIVE POWER   0
		8	SHARED DISPOSITIVE POWER   0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9   0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   PN

 

 

 

1	NAMES OF REPORTING PERSONS   Quaker BioVentures Capital, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)  ☐  (b)  ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION   Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER   0
		6	SHARED VOTING POWER   0
		7	SOLE DISPOSITIVE POWER   0
		8	SHARED DISPOSITIVE POWER   0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9   0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   PN

 

 

 

1	NAMES OF REPORTING PERSONS   Quaker BioVentures Capital, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)  ☐  (b)  ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION   Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER   0
		6	SHARED VOTING POWER   0
		7	SOLE DISPOSITIVE POWER   0
		8	SHARED DISPOSITIVE POWER   0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9   0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   PN

 

 

 

Item 1(a)	Name of Issuer:   Celator Pharmaceuticals, Inc.
Item 1(b)	Address of Issuer's Principal Executive Offices:   200 Princeton South Corporate Drive, Suite 180 Ewing, NJ 08628
Item 2(a)	Name of Person Filing:   Quaker BioVentures, L.P. Garden State Life Sciences Venture Fund, L.P. Quaker BioVentures Capital, L.P. Quaker BioVentures Capital, LLC
Item 2(b)	Address of Principal Business Office or, if none, Residence:   The address of the principal business office of each of the Reporting Persons is 2929 Arch Street, Cira Centre, Philadelphia, PA 19104-2868.
Item 2(c)	Citizenship:   Quaker BioVentures, L.P. – Delaware Garden State Life Sciences Venture Fund, L.P. – Delaware Quaker BioVentures Capital, L.P. – Delaware Quaker BioVentures Capital, LLC – Delaware
Item 2(d)	Title of Class of Securities:   Common Stock, $0.001 par value per share
Item 2(e)	CUSIP Number:   15089R102
Item 3	Not applicable.

 

 

 

 

Item 4

Ownership.   Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.   (a) Amount beneficially owned: Quaker BioVentures, L.P. –   0  Garden State Life Sciences Venture Fund, L.P. – 0 Quaker BioVentures Capital, L.P. –  0 Quaker BioVentures Capital, LLC –  0   (b)          Percent of class: Quaker BioVentures, L.P. – 0%  Garden State Life Sciences Venture Fund, L.P. – 0% Quaker BioVentures Capital, L.P. – 0% Quaker BioVentures Capital, LLC – 0%   (c)         Number of shares as to which the person has: (i)       Sole power to vote or to direct the vote   Quaker BioVentures, L.P. – 0 Garden State Life Sciences Venture Fund, L.P. – 0 Quaker BioVentures Capital, L.P. – 0 Quaker BioVentures Capital, LLC – 0   (ii)     Shared power to vote or to direct the vote   Quaker BioVentures, L.P. –   0 Garden State Life Sciences Venture Fund, L.P. – 0 Quaker BioVentures Capital, L.P. –  0 Quaker BioVentures Capital, LLC –  0    (iii)   Sole power to dispose or to direct the disposition of   Quaker BioVentures, L.P. – 0  Garden State Life Sciences Venture Fund, L.P. – 0 Quaker BioVentures Capital, L.P. – 0 Quaker BioVentures Capital, LLC – 0   (iv)     Shared power to dispose or to direct the disposition of   Quaker BioVentures, L.P. –   0 Garden State Life Sciences Venture Fund, L.P. – 0 Quaker BioVentures Capital, L.P. –  0 Quaker BioVentures Capital, LLC –  0

 

 

 

Item 5	Ownership of Five Percent or Less of a Class.   If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ☒.
Item 6	Ownership of More than Five Percent on Behalf of Another Person.   Not applicable.
Item 7	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.   Not applicable.

Item 8	Identification and Classification of Members of the Group.   Each of the Reporting Persons may be deemed to be a member of a group with respect to the issuer or securities of the issuer for the purpose of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended.
Item 9	Notice of Dissolution of Group.   Not applicable.
Item 10	Certification.   Not applicable.

 

 

 

 

 

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.

Date: February 14, 2017	QUAKER BIOVENTURES, L.P.   By: Quaker BioVentures Capital, L.P., its general partner   By: Quaker BioVentures Capital, LLC, its general partner   /s/ Richard S. Kollender  Name: Richard S. Kollender Title: Executive Manager
	GARDEN STATE LIFE SCIENCES VENTURE FUND, L.P.   By: Quaker BioVentures Capital, L.P., its general partner   By: Quaker BioVentures Capital, LLC, its general partner   /s/ Richard S. Kollender  Name: Richard S. Kollender Title: Executive Manager
	QUAKER BIOVENTURES CAPITAL, L.P.   By: Quaker BioVentures Capital, LLC, its general partner   /s/ Richard S. Kollender  Name: Richard S. Kollender Title: Executive Manager
	QUAKER BIOVENTURES CAPITAL, LLC   /s/ Richard S. Kollender  Name: Richard S. Kollender Title: Executive Manager

 

 

 

 

Exhibit 1

JOINT FILING AGREEMENT

Joint Filing Agreement, dated as of February 14, 2017, is by and among Quaker BioVentures, L.P., Garden State Life Sciences Venture Fund, L.P., Quaker BioVentures Capital, L.P., and Quaker BioVentures Capital, LLC (the "Quaker Filers").

Each of the Quaker Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13G with respect to shares of Common Stock, par value $0.001 per share, of Celator Pharmaceuticals, Inc. beneficially owned by it from time to time.  Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the Securities Exchange Act of 1934, as amended, each of the Quaker Filers hereby agree to be responsible for the timely filing of the Schedule 13G and any amendments thereto on behalf of the Quaker Filers, and for the completeness and accuracy of the information concerning itself contained therein.  Each of the Quaker Filers hereby further agree to file this Joint Filing Agreement as an exhibit to the statement and each such amendment, as required by such rule.

This Joint Filing Agreement may be terminated by any of the Quaker Filers upon one week's prior written notice or such lesser period of notice as the Quaker Filers may mutually agree.

Executed and delivered as of the date first above written.

Date: February 14, 2017	QUAKER BIOVENTURES, L.P.   By: Quaker BioVentures Capital, L.P., its general partner   By: Quaker BioVentures Capital, LLC, its general partner   /s/ Richard S. Kollender  Name: Richard S. Kollender Title: Executive Manager
	GARDEN STATE LIFE SCIENCES VENTURE FUND, L.P.   By: Quaker BioVentures Capital, L.P., its general partner   By: Quaker BioVentures Capital, LLC, its general partner   /s/ Richard S. Kollender  Name: Richard S. Kollender Title: Executive Manager
	QUAKER BIOVENTURES CAPITAL, L.P.   By: Quaker BioVentures Capital, LLC, its general partner   /s/ Richard S. Kollender  Name: Richard S. Kollender Title: Executive Manager
	QUAKER BIOVENTURES CAPITAL, LLC   /s/ Richard S. Kollender  Name: Richard S. Kollender Title: Executive Manager

 

 

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