Filing Details

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 5)*

Aradigm Corporation

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(Name of Issuer)

Common Stock, no par value

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(Title of Class of Securities)

038505301

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(CUSIP Number)

David O’Connor

First Eagle Investment Management, LLC

1345 Avenue of the Americas

New York, New York 10105

(212) 698-3300

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(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

April 13, 2018

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(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 Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [ ]

 

(Page 1 of 8 Pages)

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* 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 ("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).

 

Item 6 of the Schedule 13D is hereby amended and supplemented by the addition of the following:

On April 13, 2018, the Issuer entered into a senior note purchase agreement (the “Purchase Agreement”) whereby the lenders set forth on Schedule A of the Purchase Agreement (the “Lenders”) agreed to purchase up to approximately $7 million of senior promissory notes (the “Senior Promissory Notes”).  Pursuant to the Purchase Agreement, the Reporting Persons and their affiliates purchased approximately $1 million of Senior Promissory Notes.  The Senior Promissory Notes are senior unsecured obligations of the Issuer and rank pari passu with the Convertible Notes.  The Senior Promissory Notes purchased by the Reporting Persons and their affiliates bear interest at a fixed rate of 9.0% per annum, payable semiannually in arrears on May 1 and November 1 of each year, beginning on May 1, 2018 and ending on May 1, 2021, unless earlier redeemed or cancelled in accordance with the terms of the Senior Promissory Notes.  Unless the Issuer elects otherwise, all accrued interest payable subsequent to, and including, the interest payment payable on May 1, 2018, will be capitalized on the applicable interest payment date by adding such accrued interest to the principal balance of the outstanding Senior Promissory Notes, at which time such interest will be deemed to have been paid. 

 

The above descriptions of the Purchase Agreement and the Senior Promissory Notes are summaries only and are qualified in their entirety by reference to the copies of the foregoing documents to be filed by the Issuer in the Issuer’s Current Report on Form 8-K.