UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION
UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 000-28440
Endologix, Inc.
(Exact
name of registrant as specified in its charter)
2 Musick
Irvine, CA 92618
(949) 595-7200
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Common Stock, $0.001 par value
(Title of each class of securities covered by this Form)
None
(Titles of all
other classes of securities for which a duty to file reports under Section 13(a) or 15(d) remains)
Please place an
X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
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Rule 12g-4(a)(1)
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☒
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Rule 12g-4(a)(2)
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☐
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Rule 12h-3(b)(1)(i)
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☒
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Rule 12h-3(b)(1)(ii)
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☐
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Rule 15d-6
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☐
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Rule 15d-22(b)
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☐
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Approximate number of holders of record as of the certification or notice date: 3*
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*
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On September 16, 2020, the United States Bankruptcy Court for the Northern District of Texas (the
“Court”) entered an order (the “Confirmation Order”) confirming the Debtors’ Third Amended Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code [Docket No. 364] (the
“Plan”) of Endologix, Inc. (“Endologix”, or the “Company”) and certain of its affiliates (together with Endologix, the “Debtors”).
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On October 1, 2020 (the “Effective Date”), the Plan became effective in accordance with its terms, and by operation of the Plan, (1) all
outstanding shares of existing equity interests of Endologix (the “Securities”) were deemed canceled, discharged and of no further force or effect; and (2) the New Equity Interests (as defined in the Plan) were issued to
Deerfield Partners, L.P., Deerfield Private Design Fund III, L.P. and Deerfield Private Design Fund IV, L.P. The foregoing description of the Plan does not purport to be complete and is qualified in their entirety by reference to the full text of
the Plan, which was filed as Exhibit 2.2 to the Company’s Current Report on Form 8-K dated September 22, 2020.