Filing Details
- Accession Number:
- 0001193125-17-043820
- Form Type:
- 13G Filing
- Publication Date:
- 2017-02-14 17:37:26
- Filed By:
- Access Industries Holdings Llc
- Company:
- Mediwound Ltd.
- Filing Date:
- 2017-02-14
- SEC Url:
- 13G 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 |
|---|---|---|---|---|---|---|
| Access Industries Holdings | 0 | 9,389,555 | 0 | 9,389,555 | 9,389,555 | 42.82% |
| AI Diversified Holdings Limited | 0 | 9,389,555 | 0 | 9,389,555 | 9,389,555 | 42.82% |
| AI Diversified Parent S. r.l | 0 | 9,389,555 | 0 | 9,389,555 | 9,389,555 | 42.82% |
| AI Diversified Holdings S. r.l | 0 | 9,389,555 | 0 | 9,389,555 | 9,389,555 | 42.82% |
| AI SMS | 0 | 9,389,555 | 0 | 9,389,555 | 9,389,555 | 42.82% |
| AI International GP Limited | 0 | 9,389,555 | 0 | 9,389,555 | 9,389,555 | 42.82% |
| AIPH AISMS Holdings | 0 | 9,389,555 | 0 | 9,389,555 | 9,389,555 | 42.82% |
| Access AI Ltd | 0 | 9,389,555 | 0 | 9,389,555 | 9,389,555 | 42.82% |
| Access Industries Management | 0 | 9,389,555 | 0 | 9,389,555 | 9,389,555 | 42.82% |
| Len Blavatnik | 0 | 9,389,555 | 0 | 9,389,555 | 9,389,555 | 42.82% |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
MediWound Ltd.
(Name of Issuer)
Ordinary Shares, par value NIS 0.01 per share
(Title of Class of Securities)
M68830104
(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)
| * | 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 the disclosures provided in a prior cover page. |
The information required in 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 the section of the Act but shall be subject to all other provisions of that Act (however, see the Notes).
| CUSIP No. M68830104 |
| 1 | NAMES OF REPORTING PERSONS
Access Industries Holdings 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
State of Delaware | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
9,389,555 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
9,389,555 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,389,555 | |||||
| 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)
42.82% 1 | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO (Limited Liability Company) | |||||
| 1 | Based on 21,930,449 outstanding ordinary shares as of December 31, 2016 as provided by the Issuer. |
2 of 22
| CUSIP No. M68830104 |
| 1 | NAMES OF REPORTING PERSONS
AI Diversified Holdings Limited | |||||
| 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
British Virgin Islands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
9,389,555 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
9,389,555 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,389,555 | |||||
| 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)
42.82% 1 | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO (Limited Liability Company) | |||||
| 1 | Based on 21,930,449 outstanding ordinary shares as of December 31, 2016 as provided by the Issuer. |
3 of 22
| CUSIP No. M68830104 |
| 1 | NAMES OF REPORTING PERSONS
AI Diversified Parent S.à r.l. | |||||
| 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
Grand Duchy of Luxembourg | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
9,389,555 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
9,389,555 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,389,555 | |||||
| 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)
42.82% 1 | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO (Limited Liability Company) | |||||
| 1 | Based on 21,930,449 outstanding ordinary shares as of December 31, 2016 as provided by the Issuer. |
4 of 22
| CUSIP No. M68830104 |
| 1 | NAMES OF REPORTING PERSONS
AI Diversified Holdings S.à r.l. | |||||
| 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
Grand Duchy of Luxembourg | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
9,389,555 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
9,389,555 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,389,555 | |||||
| 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)
42.82% 1 | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO (Limited Liability Company) | |||||
| 1 | Based on 21,930,449 outstanding ordinary shares as of December 31, 2016 as provided by the Issuer. |
5 of 22
| CUSIP No. M68830104 |
| 1 | NAMES OF REPORTING PERSONS
AI SMS 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
British Virgin Islands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
9,389,555 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
9,389,555 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,389,555 | |||||
| 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)
42.82% 1 | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN | |||||
| 1 | Based on 21,930,449 outstanding ordinary shares as of December 31, 2016 as provided by the Issuer. |
6 of 22
| CUSIP No. M68830104 |
| 1 | NAMES OF REPORTING PERSONS
AI International GP Limited | |||||
| 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
British Virgin Islands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
9,389,555 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
9,389,555 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,389,555 | |||||
| 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)
42.82% 1 | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO (Limited Liability Company) | |||||
| 1 | Based on 21,930,449 outstanding ordinary shares as of December 31, 2016 as provided by the Issuer. |
7 of 22
| CUSIP No. M68830104 |
| 1 | NAMES OF REPORTING PERSONS
AIPH/AISMS Holdings 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
State of Delaware | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
9,389,555 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
9,389,555 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,389,555 | |||||
| 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)
42.82% 1 | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO (Limited Liability Company) | |||||
| 1 | Based on 21,930,449 outstanding ordinary shares as of December 31, 2016 as provided by the Issuer. |
8 of 22
| CUSIP No. M68830104 |
| 1 | NAMES OF REPORTING PERSONS
Access AI Ltd. | |||||
| 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
State of Israel | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
9,389,555 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
9,389,555 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,389,555 | |||||
| 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)
42.82% 1 | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO (Limited Liability Company) | |||||
| 1 | Based on 21,930,449 outstanding ordinary shares as of December 31, 2016 as provided by the Issuer. |
9 of 22
| CUSIP No. M68830104 |
| 1 | NAMES OF REPORTING PERSONS
Access Industries Management, 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
State of Delaware | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
9,389,555 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
9,389,555 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,389,555 | |||||
| 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)
42.82% 1 | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO (Limited Liability Company) | |||||
| 1 | Based on 21,930,449 outstanding ordinary shares as of December 31, 2016 as provided by the Issuer. |
10 of 22
| CUSIP No. M68830104 |
| 1 | NAMES OF REPORTING PERSONS
Len Blavatnik | |||||
| 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
United States of America | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
9,389,555 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
9,389,555 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,389,555 | |||||
| 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)
42.82% 1 | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN | |||||
| 1 | Based on 21,930,449 outstanding ordinary shares as of December 31, 2016 as provided by the Issuer. |
11 of 22
CUSIP No. M68830104
Item 1.
| (a) | Name of Issuer: |
MediWound Ltd. (the Issuer)
| (b) | Address of Issuers Principal Executive Offices: |
42 Hayarkon Street
Yavne 8122745, Israel
Item 2.
| (a) | Name of Person Filing: |
This filing is being made on behalf of (collectively, the Access Filers):
Access Industries Holdings LLC
AI Diversified Holdings Limited
AI Diversified Parent S.à r.l.
AI Diversified Holdings S.à r.l.
AI SMS L.P.
AI International GP Limited
AIPH/AISMS Holdings LLC
Access AI Ltd.
Access Industries Management, LLC
Len Blavatnik
| (b) | Address of Principal Business Office or, if none, Residence |
Access Industries Holdings LLC
c/o Access Industries, Inc.
730 Fifth Avenue, 20th Floor
New York, NY 10019
AI Diversified Holdings Limited
c/o Access Industries, Inc.
730 Fifth Avenue, 20th Floor
New York, NY 10019
AI Diversified Parent S.à r.l.
c/o Access Industries, Inc.
730 Fifth Avenue, 20th Floor
New York, NY 10019
AI Diversified Holdings S.à r.l.
c/o Access Industries, Inc.
730 Fifth Avenue, 20th Floor
New York, NY 10019
12 of 22
AI SMS L.P.
c/o Access Industries, Inc.
730 Fifth Avenue, 20th Floor
New York, NY 10019
AI International GP Limited
c/o Access Industries, Inc.
730 Fifth Avenue, 20th Floor
New York, NY 10019
AIPH/AISMS Holdings LLC
c/o Access Industries, Inc.
730 Fifth Avenue, 20th Floor
New York, NY 10019
Access AI Ltd.
c/o Access Industries, Inc.
730 Fifth Avenue, 20th Floor
New York, NY 10019
Access Industries Management, LLC
c/o Access Industries, Inc.
730 Fifth Avenue, 20th Floor
New York, NY 10019
Len Blavatnik
c/o Access Industries, Inc.
730 Fifth Avenue, 20th Floor
New York, NY 10019
| (c) | Citizenship: |
Access Industries Holdings LLC is a limited liability company organized under the laws of the State of Delaware.
AI Diversified Holdings Limited is a business company organized under the laws of the British Virgin Islands.
AI Diversified Parent S.à r.l. is a limited liability company organized under the laws of the Grand Duchy of Luxembourg.
AI Diversified Holdings S.à r.l. is a limited liability company organized under the laws of the Grand Duchy of Luxembourg.
Access AI Ltd. is a limited liability company organized under the laws of the State of Israel.
AI SMS L.P. is an international limited partnership organized under the laws of the British Virgin Islands.
AI International GP Limited is a business company organized under the laws of the British Virgin Islands.
13 of 22
AIPH/AISMS Holdings LLC is a limited liability company organized under the laws of the State of Delaware.
Access Industries Management, LLC is a limited liability company organized under the laws of the State of Delaware.
Mr. Blavatnik is a citizen of the United States of America.
| (d) | Title of Class of Securities: |
Ordinary Shares, par value NIS 0.01 per share
| (e) | CUSIP Number: |
M68830104
| Item 3. | If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) | ☐ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | ||
| (b) | ☐ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | ||
| (c) | ☐ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | ||
| (d) | ☐ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8); | ||
| (e) | ☐ | An investment adviser in accordance with §240.13d-1(b) (1)(ii)(E); | ||
| (f) | ☐ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b) (1)(ii)(F); | ||
| (g) | ☐ | A parent holding company or control person in accordance with §240.13d-1(b) (1)(ii)(G); | ||
| (h) | ☐ | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | ||
| (i) | ☐ | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | ||
| (j) | ☐ | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J); | ||
| (k) | ☐ | Group, in accordance with § 240.13d-1(b)(1)(ii)(K). | ||
Not Applicable.
14 of 22
| 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: |
See the responses to Item 9 on the attached cover pages.
1,180,582 ordinary shares of the Issuer are owned directly by Clal Biotechnology Industries Ltd. (CBI). 8,208,973 ordinary shares of the Issuer are owned directly by Clal Life Sciences L.P. (Life Sciences).
The general partner of Life Sciences is Clal Application Center Ltd., which is wholly owned by CBI. Clal Industries Ltd. (CI) owns a majority of the outstanding shares of CBI. CBI, CI and Life Sciences have filed a separate report on Schedule 13G reporting their ownership of securities of the Issuer. CI is wholly owned by Access AI Ltd (Access AI), which is wholly owned by AI Diversified Holdings S.à r.l. (Diversified Holdings), which is wholly owned by AI Diversified Parent S.à r.l. (Diversified Parent), which is wholly owned by AI Diversified Holdings Ltd. (Holdings Limited). AI SMS L.P. (AI SMS) controls Holdings Limited. AI International GP Limited is the general partner of AI SMS and AIPH/AISMS Holdings LLC (AIPH/AISMS) owns a majority of the voting interests in AI SMS. Access Industries Holdings LLC (AIH LLC) controls AIPH/AISMS. Access Industries Management, LLC (AIM LLC) controls AIH LLC and Len Blavatnik controls AIM LLC. As a result, the Access Filers may be deemed to share voting and investment power over the ordinary shares owned directly by CBI Industries and Life Sciences. Each of the Access Filers, and each of their affiliated entities and the officers, partners, members and managers thereof, disclaim beneficial ownership of the shares owned or deemed beneficially owned by CBI Industries and Life Sciences.
| (b) | Percent of class: |
42.82%*
| (c) | Number of shares as to which the person has: |
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
The Access Filers may be deemed to have shared power to vote or direct the vote of 9,389,555 ordinary shares. Each of the Access Filers disclaim such beneficial ownership of such shares.
(iii) Sole power to dispose or to direct the disposition:
0
(iv) Shared power to dispose or to direct the disposition:
The Access Filers may be deemed to have shared power to dispose or direct the disposition of 9,389,555 ordinary shares. Each of the Access Filers disclaim such beneficial ownership of such shares.
| 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 five percent of the class of securities, check the following [ ]:
| * | Based on 21,930,449 outstanding ordinary shares as of December 31, 2016 as provided by the Issuer.. |
15 of 22
| 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. |
Not Applicable.
| Item 9. | Notice of Dissolution of Group. |
Not Applicable.
| Item 10. | Certification. |
Not applicable.
16 of 22
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
| ACCESS INDUSTRIES HOLDINGS LLC | By: Access Industries Management, LLC, Its Manager | |
| /s/ Alejandro Moreno | ||
| Signature | ||
| Alejandro Moreno / Executive Vice President | ||
| Name/Title | ||
| AI DIVERSIFIED HOLDINGS LIMITED | By: Hudson Administration S.A.; Its Director | |
| /s/ Simon Baker | ||
| Signature | ||
| Simon Baker / Director | ||
| Name/Title | ||
| AI DIVERSIFIED PARENT S.À R.L. | By: Access Industries Management, LLC, Class A Manager | |
| /s/ Alejandro Moreno | ||
| Signature | ||
| Alejandro Moreno / Executive Vice President | ||
| Name/Title | ||
| /s/ Simon Baker | ||
| Signature | ||
| Simon Baker / Class B Manager | ||
| Name/Title | ||
| AI DIVERSIFIED HOLDINGS S.À R.L. | By: Access Industries Management, LLC, Class A Manager | |
| /s/ Alejandro Moreno | ||
| Signature | ||
| Alejandro Moreno / Executive Vice President | ||
| Name/Title | ||
| /s/ Simon Baker | ||
| Signature | ||
| Simon Baker / Class B Manager | ||
| Name/Title | ||
17 of 22
| AI SMS L.P. | By: AI International GP Limited, its general partner | |
| By: Momats Limited, its director | ||
| /s/ Lynelle Gumbs | ||
| Signature | ||
| Lynelle Gumbs / Class A Representative | ||
| Name/Title | ||
| /s/ Sallyon Williams | ||
| Signature | ||
| Sallyon Williams / Class B Representative | ||
| Name/Title | ||
| AI INTERNATIONAL GP LIMITED | By: Momats Limited, its director | |
| /s/ Lynelle Gumbs | ||
| Signature | ||
| Lynelle Gumbs / Class A Representative | ||
| Name/Title | ||
| /s/ Sallyon Williams | ||
| Signature | ||
| Sallyon Williams / Class B Representative | ||
| Name/Title | ||
| AIPH/AISMS HOLDINGS LLC | By: Access Industries Management, LLC, Its Manager | |
| /s/ Alejandro Moreno | ||
| Signature | ||
| Alejandro Moreno / Executive Vice President | ||
| Name/Title | ||
18 of 22
| ACCESS AI LTD. | /s/ Donald Wagner | |
| Signature | ||
| Donald Wagner / Director | ||
| Name/Title | ||
| /s/ Lincoln Benet | ||
| Signature | ||
| Lincoln Benet / Director | ||
| Name/Title | ||
| ACCESS INDUSTRIES MANAGEMENT, LLC | /s/ Alejandro Moreno | |
| Signature | ||
| Alejandro Moreno / Executive Vice President | ||
| Name/Title | ||
| * | ||
| Signature | ||
| Len Blavatnik | ||
| Name | ||
| * | The undersigned, by signing his name hereto, executes this Schedule 13G pursuant to the Power of Attorney executed on behalf of Mr. Blavatnik (as filed with the Securities and Exchange Commission on February 13, 2015). |
| By: | /s/ Alejandro Moreno | |
| Name: Alejandro Moreno | ||
| Attorney-in-Fact |
19 of 22