Statement of Changes in Beneficial Ownership (4)
11 January 2020 - 6:14AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
van der Velden Peter |
2. Issuer Name and Ticker or Trading Symbol
Edesa Biotech, Inc.
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EDSA
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O EDESA BIOTECH INC., 100 SPY COURT |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/8/2020 |
(Street)
MARKHAM, A6 L3R 5H6
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Shares | 1/8/2020 | | P | | 128722 | A | $3.20 (1) | 1833066 | I | Held by Lumira Capital II, L.P. (3) |
Common Shares | 1/8/2020 | | P | | 11903 | A | $3.20 (2) | 169502 | I | Held by Lumira Capital II (International), L.P. (3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Common Share Warrants (Right to Buy) (4) | $4.80 | 1/8/2020 | | P | | 96542 | | 7/8/2020 | 7/8/2023 | Common Shares | 96542 | (1) | 96542 | I | Held by Lumira Capital II, L.P. (3) |
Common Share Warrants (Right to Buy) (4) | $4.80 | 1/8/2020 | | P | | 8928 | | 7/8/2020 | 7/8/2023 | Common Shares | 8928 | (2) | 8928 | I | Held by Lumira Capital II (International), L.P. (3) |
Common Share Warrants (Right to Buy) (5) | $4.00 | 1/8/2020 | | P | | 64362 | | 7/8/2020 | 11/8/2020 | Common Shares | 64362 | (1) | 64362 | I | Held by Lumira Capital II, L.P. (3) |
Common Share Warrants (Right to Buy) (5) | $4.00 | 1/8/2020 | | P | | 5952 | | 7/8/2020 | 11/8/2020 | Common Shares | 5952 | (2) | 5952 | I | Held by Lumira Capital II (International), L.P. (3) |
Explanation of Responses: |
(1) | The reported securities are included within 128,722 Common Shares purchased by the reporting person for $3.20 per Common Share. Each Common Share includes the purchase of Class A Warrants to purchase 0.75 of a Common Share, and Class B Warrants to purchase 0.50 of a Common Share. |
(2) | The reported securities are included within 11,903 Common Shares purchased by the reporting person for $3.20 per Common Share. Each Common Share includes the purchase of Class A Warrants to purchase 0.75 of a Common Share, and Class B Warrants to purchase 0.50 of a Common Share. |
(3) | This Form 4 is jointly filed by (i) Lumira Capital II, L.P. ("LCII LP"), (ii) Lumira Capital II (International), L.P. ("LCII INT LP"), (iii) Lumira Capital GP, L.P., (iv) Lumira GP Inc., (v) Lumira GP Holdings Co., and (vi) Lumira Capital Investment Management Inc. Lumira Capital GP, L.P., the general partners of which are Lumira GP Inc. and Lumira GP Holdings Co., is the general partner of LCII LP and LCII INT LP, and each of LCII LP and LCII INT LP is managed by Lumira Capital Investment Management Inc. Mr. van der Velden is an executive officer of Lumira GP Inc., Lumira GP Holdings Co., and Lumira Capital Investment Management Inc. Each of Lumira Capital GP, L.P., Lumira GP Inc., Lumira GP Holdings Co., Lumira Capital Investment Management Inc. and Mr. van der Velden may be deemed to beneficially own the shares held by LCII LP and LCII INT LP, but each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. |
(4) | Consists of Class A Warrants to purchase Common Shares. The Class A Warrants are exercisable beginning on July 8, 2020 and expire on July 8, 2023. |
(5) | Consists of Class B Warrants to purchase Common Shares. The Class B Warrants are exercisable beginning on July 8, 2020 and expire on November 8, 2020. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
van der Velden Peter C/O EDESA BIOTECH INC. 100 SPY COURT MARKHAM, A6 L3R 5H6 | X | X |
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Lumira Capital Investment Management Inc. 141 ADELAIDE STREET WEST SUITE 770 TORONTO, A6 M5H 3L5 | X | X |
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Signatures
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/s/ Peter van der Velden | | 1/10/2020 |
**Signature of Reporting Person | Date |
/s/ Vasco Larcina | | 1/10/2020 |
**Signature of Reporting Person | Date |
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