UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
|
Alphatec Holdings, Inc.
|
|
(Name of Issuer)
|
| |
|
Common Stock, par value $0.0001 per share
|
|
(Title of Class of Securities)
|
| |
|
02081G102
|
|
(CUSIP Number)
|
| |
|
Jeffrey Wade
c/o LS Power Development, LLC
1700 Broadway, 35th Floor
New York, New York 10019
212-547-2914
With a copy to:
Adam M. Turteltaub
Jonathan Kubek
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, New York 10019
212-728-8129
|
|
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
|
| |
|
January 25, 2023
|
|
(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 which is the subject of this statement on Schedule 13D (this “Schedule 13D”), and is filing
this Schedule 13D because of Rule 13d-1(e), 13d-1(f) or 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 Rule 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).
SCHEDULE 13D
| |
|
|
|
|
1
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
L-5 Healthcare Partners, LLC
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐
|
|
|
3
|
SEC USE ONLY
|
|
|
4
|
SOURCE OF FUNDS
WC
|
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
0
|
|
|
8
|
SHARED VOTING POWER
13,343,865(1)
|
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
|
10
|
SHARED DISPOSITIVE POWER
13,343,865 (1)
|
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,343,865
|
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.42% (2)
|
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
|
| |
|
(1) Represents 10,997,833 shares of Common Stock held by L-5 Healthcare Partners, LLC, plus 2,346,032 shares of Common Stock issuable upon exercise of warrants to purchase shares of
Common Stock at an exercise price of $3.50 per share (the “Warrants”), held by L-5 Healthcare Partners, LLC.
(2) Calculation is based upon (i) 105,058,324 shares of Common Stock outstanding as reported in the Issuer’s Form 10-Q filed on November 3, 2022, plus (ii) the shares of Common Stock
issuable upon exercise of the Warrants.
|
|
|
|
1
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Paul Segal
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
338,825
|
|
8
|
SHARED VOTING POWER
13,343,865 (1)
|
|
9
|
SOLE DISPOSITIVE POWER
338,825
|
|
10
|
SHARED DISPOSITIVE POWER
13,343,865 (1)
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,682,690
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.74% (2)
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
|
(1) Represents 10,997,833 shares of Common Stock held by L-5 Healthcare Partners, LLC, plus 2,346,032 shares of Common Stock issuable upon exercise of warrants to purchase shares of Common Stock at an exercise price of $3.50 per share
(the “Warrants”), held by L-5 Healthcare Partners, LLC.
(2) Calculation is based upon (i) 105,058,324 shares of Common Stock outstanding as reported in the Issuer’s Form 10-Q filed on November 3, 2022, plus (ii) the shares of Common Stock issuable upon exercise of the Warrants.
|
| |
The Schedule 13D filed with the Securities and Exchange Commission on March 16, 2018 (as previously amended, the "Schedule 13D") by (i) L-5 Healthcare Partners, LLC, a Delaware limited liability company (“L-5”),
and (ii) Paul Segal, an individual with United States citizenship (collectively, the “Reporting Persons”), with respect to the common stock, par value $0.0001 per share (the “Common Stock”), of Alphatec Holdings, Inc., a Delaware
corporation (the “Issuer”), is hereby amended to furnish the additional information set forth herein. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D.
Item 5. Interest in Securities of the Issuer.
Item 5 of the Schedule 13D is hereby amended and restated as follows:
(a) and (b) The information contained on the cover pages to this Schedule 13D and Item 3 is incorporated herein by reference
The aggregate percentage of Common Stock reported owned by each person named herein is based upon 105,058,324 shares of Common Stock outstanding as of October 27, 2022, which is the total number of shares of Common
Stock outstanding as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2022.
L-5 directly holds 10,997,833 shares of Common Stock reported in this Schedule 13D and 2,346,032 shares of Common Stock that will be issuable following the exercise of the Warrants held by L-5. As a result of his
relationship with L-5, Paul Segal may be deemed the beneficial owner of all such shares of Common Stock. Mr. Segal, however, disclaims beneficial ownership of such shares, except to the extent of his indirect pecuniary interest therein. MR. Segal
also directly holds 338,825 shares of Common Stock reported in this Schedule 13D.
(c) On January 25, 2023, L-5 received 1,467,487 shares of Common Stock on a cashless exercise of warrants to purchase 2,000,000 shares of Common Stock. The Issuer withheld 532,513 shares of Common Stock underlying the
warrants for payment of the exercise price, using the VWAP on January 24, 2023 of approximately $13.14, pursuant to the terms of the Warrants.
(d) Not applicable.
(e) Not applicable.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this Schedule 13D is true, complete and correct.
Dated: January 26, 2023
L-5 HEALTHCARE PARTNERS, LLC
|
By: /s/ Paul Segal
Name: Paul Segal
Title: President
|
|
/s/ Paul Segal
Paul Segal