Filing Details
- Accession Number:
- 0000950142-17-002044
- Form Type:
- 13D Filing
- Publication Date:
- 2017-11-16 16:05:30
- Filed By:
- Aisling Capital Ii Lp
- Company:
- Adma Biologics Inc. (NASDAQ:ADMA)
- Filing Date:
- 2017-11-16
- 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 |
|---|---|---|---|---|---|---|
| Aisling Capital II | 3,608,171 | 0 | 3,608,171 | 0 | 3,608,171 | 8.0% |
| Aisling Capital Partners | 3,608,171 | 0 | 3,608,171 | 0 | 3,608,171 | 8.0% |
| Aisling Capital Partners | 3,608,171 | 0 | 3,608,171 | 0 | 3,608,171 | 8.0% |
| Steve Elms | 0 | 3,608,171 | 0 | 3,608,171 | 3,608,171 | 8.0% |
| Dennis Purcell | 0 | 3,608,171 | 0 | 3,608,171 | 3,608,171 | 8.0% |
| Andrew Schiff | 0 | 3,608,171 | 0 | 3,608,171 | 3,608,171 | 8.0% |
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 3)*
ADMA Biologics, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
000899 104
(CUSIP Number)
Robert J. Wenzel
Aisling Capital
888 Seventh Avenue, 12th Floor
New York, NY 10106
(212) 651-6380
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 13, 2017
(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 ☐.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-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 (the “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).
| CUSIP No. 000899 104 | SCHEDULE 13D | Page 2 of 12 |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Aisling Capital II, LP | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) ☒ |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 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 3,608,171 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 3,608,171 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,608,171 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.0% | |
| 14 | TYPE OF REPORTING PERSON PN |
| CUSIP No. 000899 104 | SCHEDULE 13D | Page 3 of 12 |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Aisling Capital Partners, LP | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) ☒ |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 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 3,608,171 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 3,608,171 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,608,171 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.0% | |
| 14 | TYPE OF REPORTING PERSON PN |
| CUSIP No. 000899 104 | SCHEDULE 13D | Page 4 of 12 |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Aisling Capital Partners LLC | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) ☒ |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 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 3,608,171 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 3,608,171 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,608,171 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.0% | |
| 14 | TYPE OF REPORTING PERSON OO |
| CUSIP No. 000899 104 | SCHEDULE 13D | Page 5 of 12 |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Steve Elms | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) ☒ |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 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 3,608,171 | |
| 9 | SOLE DISPOSITIVE POWER 0 | |
| 10 | SHARED DISPOSITIVE POWER 3,608,171 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,608,171 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.0% | |
| 14 | TYPE OF REPORTING PERSON IN |
| CUSIP No. 000899 104 | SCHEDULE 13D | Page 6 of 12 |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Dennis Purcell | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) ☒ |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 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 3,608,171 | |
| 9 | SOLE DISPOSITIVE POWER 0 | |
| 10 | SHARED DISPOSITIVE POWER 3,608,171 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,608,171 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.0% | |
| 14 | TYPE OF REPORTING PERSON IN |
| CUSIP No. 000899 104 | SCHEDULE 13D | Page 7 of 12 |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Andrew Schiff | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) ☒ |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 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 3,608,171 | |
| 9 | SOLE DISPOSITIVE POWER 0 | |
| 10 | SHARED DISPOSITIVE POWER 3,608,171 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,608,171 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.0% | |
| 14 | TYPE OF REPORTING PERSON IN |
| CUSIP No. 000899 104 | SCHEDULE 13D | Page 8 of 12 |
| Item 1. | Security and Issuer. |
This Amendment No. 3 to Schedule 13D (this “Amendment”) amends and supplements the Schedule 13D (“Schedule 13D Statement”) as previously filed with the Securities Exchange Commission by the undersigned Reporting Persons on February 22, 2012 and subsequently amended on October 23, 2013 and January 24, 2017, with respect to common stock, par value $0.0001 per share (“Common Stock”). The principal executive offices of ADMA Biologics, Inc. (the “Issuer”) are located at 465 State Route 17, Ramsey, New Jersey.
This Amendment No. 3 is being filed to report a reduction in the Reporting Person's benefical ownership percentage solely due to an increase in the number of shares of the Issuer’s Common stock outstanding resulting from the issuance of new shares of Common Stock to third parties upon closing of the Issuer’s underwritten offering reported on November 13, 2017, and not as a result of any acquisition or disposition of shares of Common Stock by the Reporting Persons.
| Item 2. | Identity and Background. |
No material change.
| Item 3. | Source and Amount of Funds or Other Consideration. |
No material change.
| Item 4. | Purpose of Transaction. |
No material change.
| CUSIP No. 000899 104 | SCHEDULE 13D | Page 9 of 12 |
| Item 5. | Interest in Securities of the Issuer. |
Item 5(a) is hereby amended and restated as follows:
(a) The aggregate percentage of shares of Common Stock reported as owned by each Reporting Person is based on 45,316,659 shares of the Issuer’s common stock issued and outstanding, based upon 42,770,148 shares of common stock to be outstanding following the Issuer's offering described in its 424 (b) prospectus filed November 9, 2017 and the subsequent issuance of an additional 2,546,511 shares to the underwriters of such offering as described in the Issuer's current report on Form 8-K filed November 13, 2017. Based on calculations made in accordance with Rule 13d-3(d), each Reporting Person may be deemed to beneficially own 3,608,171 shares of Common Stock, constituting approximately 8.0% of the outstanding shares of Common Stock.
| CUSIP No. 000899 104 | SCHEDULE 13D | Page 10 of 12 |
| Item 6. | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. |
No material change.
| CUSIP No. 000899 104 | SCHEDULE 13D | Page 11 of 12 |
| Item 7. | Material to be Filed as Exhibits. |
| | Exhibit 1: | Joint Filing Agreement dated as of October 22, 2013, as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (previously filed). |
| | Exhibit 3: | Voting Agreement, dated as of January 21, 2017, by and among Aisling and ADMA Biologics (previously filed). |
| CUSIP No. 000899 104 | SCHEDULE 13D | Page 12 of 12 |
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: November 16, 2017
| | | AISLING CAPITAL II, LP | | |
| | | | | |
| | By: | Aisling Capital Partners, LP General Partner | | |
| | | | | |
| | By: | Aisling Capital Partners LLC General Partner | | |
| | | | | |
| | | By: | /s/ Dennis Purcell | |
| | | | Name: Dennis Purcell | |
| | | | Title: Managing Member | |
| | | AISLING CAPITAL PARTNERS, LP | | |
| | | | | |
| | By: | Aisling Capital Partners LLC General Partner | | |
| | | | | |
| | | By: | /s/ Dennis Purcell | |
| | | | Name: Dennis Purcell | |
| | | | Title: Managing Member | |
| | | AISLING CAPITAL PARTNERS LLC | | |
| | | | | |
| | | By: | /s/ Dennis Purcell | |
| | | | Name: Dennis Purcell | |
| | | | Title: Managing Member | |
| | | | | |
| | | | /s/ Steve Elms | |
| | | | Steve Elms | |
| | | | | |
| | | | /s/ Dennis Purcell | |
| | | | Dennis Purcell | |
| | | | | |
| | | | /s/ Andrew Schiff | |
| | | | Andrew Schiff | |
Attention. Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).