SEC Form 4 · accession 0000905718-18-000474
Kindred Biosciences, Inc. · KIN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Park West Asset Management LLC
10% Owner
Period of report
Feb 15, 2018
Accepted (ET)
May 11, 2018 · 9:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001561743
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Equity SwapF2,F3,F1,F10 | — | Feb 15, 2018 | J | 340,000 | D | Oct 4, 2016 | Jun 4, 2018 | Common Stock | 340,000 | 0 | I |
| Equity SwapF2,F3,F1,F10 | — | Feb 15, 2018 | J | 340,000 | A | Oct 4, 2016 | Jun 4, 2019 | Common Stock | 340,000 | 340,000 | I |
| Equity SwapF2,F4,F1,F10 | — | Feb 15, 2018 | J | 410,000 | D | Oct 5, 2016 | Jun 4, 2018 | Common Stock | 410,000 | 0 | I |
| Equity SwapF2,F4,F1,F10 | — | Feb 15, 2018 | J | 410,000 | A | Oct 5, 2016 | Jun 4, 2019 | Common Stock | 410,000 | 410,000 | I |
| Equity SwapF2,F5,F1,F10 | — | Feb 15, 2018 | J | 800,000 | D | Oct 6, 2016 | Jun 4, 2018 | Common Stock | 800,000 | 0 | I |
| Equity SwapF2,F5,F1,F10 | — | Feb 15, 2018 | J | 800,000 | A | Oct 6, 2016 | Jun 4, 2019 | Common Stock | 800,000 | 800,000 | I |
| Equity SwapF2,F6,F1,F10 | — | Feb 15, 2018 | J | 300,000 | D | Oct 12, 2016 | Jun 4, 2018 | Common Stock | 300,000 | 0 | I |
| Equity SwapF2,F6,F1,F10 | — | Feb 15, 2018 | J | 300,000 | A | Oct 12, 2016 | Jun 4, 2019 | Common Stock | 300,000 | 300,000 | I |
| Equity SwapF2,F7,F1,F10 | — | Feb 15, 2018 | J | 30,000 | D | Feb 1, 2017 | Jun 4, 2018 | Common Stock | 30,000 | 0 | I |
| Equity SwapF2,F7,F1,F10 | — | Feb 15, 2018 | J | 30,000 | A | Feb 1, 2017 | Jun 4, 2019 | Common Stock | 30,000 | 30,000 | I |
| Equity SwapF2,F8,F1,F10 | — | Feb 15, 2018 | J | 168,213 | D | Mar 24, 2017 | Jun 4, 2018 | Common Stock | 168,213 | 0 | I |
| Equity SwapF2,F8,F1,F10 | — | Feb 15, 2018 | J | 168,213 | A | Mar 24, 2017 | Jun 4, 2019 | Common Stock | 168,213 | 168,213 | I |
| Equity SwapF2,F9,F1,F10 | — | Feb 15, 2018 | J | 31,787 | D | Mar 27, 2017 | Jun 4, 2018 | Common Stock | 31,787 | 0 | I |
| Equity SwapF2,F9,F1,F10 | — | Feb 15, 2018 | J | 31,787 | A | Mar 27, 2017 | Jun 4, 2019 | Common Stock | 31,787 | 31,787 | I |
Explanation of responses
- F1Park West Asset Management LLC (the "Reporting Person") is the investment manager to Park West Investors Master Fund, Limited, a Cayman Islands exempted company ("PWIMF"), and Park West Partners International, Limited, a Cayman Islands exempted company ("PWPI"). Peter S. Park ("Mr. Park") is the sole member and manager of the Reporting Person.
- F10During the term of the equity swap agreement, any dividends earned on the shares of Common Stock underlying the equity swaps will be paid to the Reporting Person, and the Reporting Person will pay to the Counterparty "interest" on the aggregate swap amount of approximately $11,161,027, at the Federal Funds rate plus 30 basis points. Of the aggregate of 2,080,000 shares of Common Stock currently underlying the equity swaps, PWIMF holds the economic equivalent of 1,839,846 shares, and PWPI holds the economic equivalent of 240,154 shares. Pursuant to Reg. Section 240.16a-1(a)(2), the Reporting Person's and Mr. Park's beneficial ownership is limited to their pecuniary interest, if any, in such securities.
- F2On February 15, 2018, the Reporting Person amended its equity swap agreement with a securities broker (the "Counterparty") to extend the settlement date for its equity swaps under that agreement from June 4, 2018 to June 4, 2019 (the "Settlement Date"), for no additional consideration. The extension of the settlement date resulted in a deemed cancellation of the Reporting Person's existing equity swaps thereunder, and a deemed reentry into new equity swaps with a later settlement date. The deemed cancellation is exempt from liability under Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-6(d) promulgated thereunder.
- F3Commencing October 4, 2016, the Reporting Person entered into an equity swap with a securities broker (the "Counterparty") for 340,000 shares of Common Stock, par value $0.0001 per share, of the Company (the "Common Stock"), under which, on the Settlement Date, (i) the Reporting Person will be obligated to pay to the Counterparty $1,727,166, representing $5.0799 per share (including a $0.03 per share commission (the "Commission")), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares.
- F4Commencing October 5, 2016, the Reporting Person entered into an equity swap with the Counterparty for 410,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person will be obligated to pay to the Counterparty $2,123,800, representing $5.18 per share (including the Commission), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares.
- F5Commencing October 6, 2016, the Reporting Person entered into an equity swap with the Counterparty for 800,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person will be obligated to pay to the Counterparty $4,144,000, representing $5.18 per share (including the Commission), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares.
- F6Commencing October 12, 2016, the Reporting Person entered into an equity swap with the Counterparty for 300,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person will be obligated to pay to the Counterparty $1,539,000, representing $5.13 per share (including the Commission), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares.
- F7Commencing February 1, 2017, the Reporting Person entered into an equity swap with the Counterparty for 30,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person will be obligated to pay to the Counterparty $197,376, representing $6.5792 per share (including the Commission), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares.
- F8Commencing March 24, 2017, the Reporting Person entered into an equity swap with the Counterparty for 168,213 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person will be obligated to pay to the Counterparty approximately $1,203,244, representing $7.1531 per share (including the Commission), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares.
- F9Commencing March 27, 2017, the Reporting Person entered into an equity swap with the Counterparty for 31,787 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person will be obligated to pay to the Counterparty approximately $226,441, representing $7.1237 per share (including the Commission), and (ii) the Counterparty will be obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares.