SEC Form 4 · accession 0001140361-18-045048
Organogenesis Holdings Inc. · ORGO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Avista Capital Partners IV, L.P.
10% Owner
Avista Capital Partners IV GP, L.P.
10% Owner
Period of report
Dec 10, 2018
Accepted (ET)
Dec 12, 2018 · 9:41 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001661181
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A common stockF2,F3,F1,F4 | Dec 10, 2018 | P$0 | 6,538,732 | — | A | 15,561,473 | I | See Notes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This statement is being filed by the following Reporting Persons: Avista Capital Partners IV, L.P. ("Fund IV"), Avista Capital Partners (Offshore) IV, L.P. ("Offshore Fund IV"), Avista Capital Partners IV GP, L.P. ("Fund IV GP"), which is the general partner of Fund IV and Offshore Fund IV; and Avista Capital Managing Member IV, LLC, which is the general partner of Fund IV GP.
- F2Represents 3,278,154 shares of Class A common stock received by Fund IV and 3,260,578 shares of Class A common stock received by Offshore Fund IV, in each case, at an exchange ratio of 2.03 shares of the Issuer's Class A common stock for each share of common stock of Organogenesis Inc. in connection with the consummation of the business combination pursuant to that certain Agreement and Plan of Merger, dated as of August 17, 2018, by and among Avista Healthcare Public Acquisition Corp., Avista Healthcare Merger Sub, Inc. and Organogenesis Inc.
- F3Because of the relationship among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
- F4Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.
Remarks
Avista Healthcare Public Acquisition Corp. changed its name to Organogenesis Holdings Inc. in connection with the consummation of a business combination. Exhibit 99.1 Joint Filer Information, incorporated herein by reference.