Page 9 of 12 – SEC Filing
(f) The Adviser is a limited partnership organized under the
laws of the State of Delaware. The Adviser GP is a limited liability company organized under the laws of the State of Delaware.
FBB2 is a limited liability company organized under the laws of the state of Delaware. FBB3 is a limited liability company
organized under the laws of the state of Delaware. The citizenship of each of Julian C. Baker and Felix J. Baker is the United
States of America.
Item
3. Source and Amount of Funds or Other Consideration.
Item 3 of Amendment No. 25 is supplemented and amended, as the
case may be, as follows:
The disclosure in Item 4 below is incorporated herein by reference.
Item 4. Purpose of the Transaction.
Item 4 of Amendment No. 25 is supplemented and superseded, as
the case may be, as follows:
On January 31, 2018, the Issuer entered into an underwriting
agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC and and Barclays Capital Inc., as representatives
of the several underwriters listed on Schedule I thereto (the “Underwriters”), related to an underwritten public offering
(the “Offering”) of 11,538,461 shares of the Issuer’s Common Stock at a price to the public of $52.00 per share.
In addition, the Issuer granted the Underwriters an option exercisable for 30 days from the date of the Underwriting Agreement
to purchase, at the public offering price less any underwriting discounts and commissions, up to an additional 1,730,769 shares
of Common Stock to cover overallotments, if any (“Underwriters option”). The Offering is expected to close on February
5, 2018.
Pursuant to the Offering, on February 1, 2018, 667 and Life
Sciences purchased 389,610 shares of Common Stock and 3,456,543 shares of Common Stock, respectively, at the offering price of
$52.00 per share. The Funds purchased the shares of the Issuer’s Common Stock with their working capital.
The Funds hold securities of the Issuer for investment purposes.
The Reporting Persons or their affiliates may purchase additional securities or dispose of securities in varying amounts and at
varying times depending upon the Reporting Persons’ continuing assessments of pertinent factors, including the availability
of shares of Common Stock or other securities for purchase at particular price levels, the business prospects of the Issuer, other
business investment opportunities, economic conditions, stock market conditions, money market conditions, the attitudes and actions
of the board of directors and management of the Issuer, the availability and nature of opportunities to dispose of shares in the
Issuer and other plans and requirements of the particular entities. The Reporting Persons may discuss items of mutual interest
with the Issuer, which could include items in subparagraphs (a) through (j) of Schedule 13D.
Depending upon their assessments of the above factors, the Reporting
Persons or their affiliates may change their present intentions as stated above and they may assess whether to make suggestions
to the management of the Issuer regarding financing, and whether to acquire additional securities of the Issuer, including shares
of Common Stock (by means of open market purchases, privately negotiated purchases, exercise of some or all of the Stock Options
(as defined below), or otherwise) or to dispose of some or all of the securities of the Issuer, including shares of Common Stock,
under their control.
Except as otherwise disclosed herein, at the present time, the
Reporting Persons do not have any plans or proposals with respect to any extraordinary corporate transaction involving the Issuer
including, without limitation, those matters described in subparagraphs (a) through (j) of Item 4 of Amendment No. 25.
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