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3//SEC Filing

Avista Capital Partners (Offshore) II, L.P. 3

Accession 0000899243-17-024149

CIK 0001494650other
View on SEC.govCompany Profile

Filed

Oct 11, 8:00 PM ET

Accepted

Oct 12, 8:00 PM ET

Size

28.0 KB

Accession

0000899243-17-024149

Insider Transaction Report

Form 3
Period: 2017-10-12
OptiNose, Inc.OPTN
Avista Capital Partners II GP, LLC
10% Owner
Holdings

  • Series C Convertible Preferred Stock

    (indirect: By Avista Capital investment fund)
    → Common Stock (641,370 underlying)

  • Series C-1 Convertible Preferred Stock

    (indirect: By Avista Capital investment fund)
    → Common Stock (2,382,477 underlying)

  • Series C-2 Convertible Preferred Stock

    (indirect: By Avista Capital investment fund)
    → Common Stock (81,687 underlying)

  • Common Stock

    (indirect: By Avista Capital investment fund)
    33,028

  • Series C Convertible Preferred Stock

    (indirect: By Avista Capital investment fund)
    → Common Stock (2,642,185 underlying)

  • Series C-1 Convertible Preferred Stock

    (indirect: By Avista Capital investment fund)
    → Common Stock (189,911 underlying)

  • Series C-2 Convertible Preferred Stock

    (indirect: By Avista Capital investment fund)
    → Common Stock (336,524 underlying)

  • Series D Convertible Preferred Stock

    (indirect: By Avista Capital investment fund)
    → Common Stock (624,332 underlying)

  • Common Stock

    (indirect: By Avista Capital investment fund)
    100,571

  • Series C-1 Convertible Preferred Stock

    (indirect: By Avista Capital investment fund)
    → Common Stock (782,375 underlying)

  • Common Stock

    (indirect: By Avista Capital investment fund)
    8,013

  • Series D Convertible Preferred Stock

    (indirect: By Avista Capital investment fund)
    → Common Stock (205,023 underlying)

  • Series D Convertible Preferred Stock

    (indirect: By Avista Capital investment fund)
    → Common Stock (49,767 underlying)

  • Series C Convertible Preferred Stock

    (indirect: By Avista Capital investment fund)
    → Common Stock (8,045,969 underlying)

  • Series C-2 Convertible Preferred Stock

    (indirect: By Avista Capital investment fund)
    → Common Stock (1,024,785 underlying)
Footnotes (4)
  • [F1]Represents shares of the Issuer held by Avista Capital Partners II, L.P. ("ACP II"). Avista Capital Partners II GP, LLC ("ACP II GP") is the general partner of ACP II. As a result, ACP II GP may be deemed to share voting and investment power with respect to the shares held by ACP II. Each of ACP II and ACP II GP disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.
  • [F2]Represents shares of the Issuer held by Avista Capital Partners (Offshore) II, L.P. ("ACP II Offshore"). ACP II GP is the general partner of ACP II Offshore. As a result, ACP II GP may be deemed to share voting and investment power with respect to the shares held by ACP II Offshore. Each of ACP II Offshore and ACP II GP disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.
  • [F3]Represents shares of the Issuer held by Avista Capital Partners (Offshore) II-A, LP ("ACP II-A Offshore"). ACP II GP is the general partner of ACP II-A Offshore. As a result, ACP II GP may be deemed to share voting and investment power with respect to the shares held by ACP II-A Offshore. Each of ACP II-A Offshore and ACP II GP disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.
  • [F4]Each share of Series C Convertible Preferred Stock, Series C-1 Convertible Preferred Stock, Series C-2 Convertible Preferred Stock and Series D Convertible Preferred Stock will automatically convert into Common Stock on a 1-for-2.8897 basis upon the closing of the Issuer's initial public offering and has no expiration date.

Documents

1 file

Issuer

OptiNose, Inc.

CIK 0001494650

→
Entity typeother
IncorporatedBermuda

Related Parties

1
  • filerCIK 0001441976

Filing Metadata

Form type
3
Filed
Oct 11, 8:00 PM ET
Accepted
Oct 12, 8:00 PM ET
Size
28.0 KB
View on SEC.gov