Page 3 of 7 – SEC Filing
This Amendment No. 6 amends the Schedule 13D (the “Schedule
13D”) filed with the Securities and Exchange Commission (the “Commission”) on November 27, 2013, as
amended by Amendment No. 1 filed with the Commission on March 7, 2014, Amendment No. 2 filed with the Commission on April 15,
2014, Amendment No. 3 filed with the Commission on May 4, 2015, Amendment No. 4 filed with the Commission on March 1, 2017, and
Amendment No. 5 filed with the Commission on March 16, 2017, by Celgene Corporation (“Celgene”) with respect
to common stock, par value $0.001 per share (“Common Stock”), of Alliqua BioMedical, Inc., a Delaware corporation
(“Alliqua”). Capitalized terms used, but not defined herein, have the meanings ascribed to them in the Schedule
13D.
| Item 1. | Security and Issuer. |
No modification.
| Item 2. | Identity and Background. |
Item 2 is hereby amended
and supplemented by adding the Schedule A hereto. During the past five years, none of the Reporting Persons, nor, to
the knowledge of the Reporting Persons, any of the persons listed on Schedule A hereto, has been (i) convicted in a criminal proceeding
(excluding traffic violations and similar misdemeanors), or (ii) a party to a civil proceeding of a judicial or administrative
body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation
with respect to such laws.
| Item 3. | Source and Amount of Funds or Other Consideration. |
No modification.
| Item 4. | Purpose of Transaction. |
Item 4 is hereby amended and supplemented by adding the following:
On March 27, 2017, Celgene entered into the Side Letter (as
described in Item 6 herein).
| Item 5. | Interest in Securities of the Issuer. |
No modification.
| Item 6. | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. |
Item 6 is hereby amended and supplemented by adding the following:
In connection with a potential public offering of shares of
Common Stock by Alliqua (the “Offering”), Celgene entered into a lock-up agreement with H.C. Wainright
& Co., LLC (“Wainwright”), as the underwriter of the Offering. The lock-up agreement prevents Celgene from selling,
offering for sale, granting a call option or otherwise disposing of shares of Common Stock or any other equity securities
or securities exercisable for or convertible into equity securities of the Company (the “Locked-Up Securities”) for
a period beginning on March 27, 2017 and through and including the date that is the 90th day after the date of the underwriting
agreement to be entered into between Wainwright and Alliqua (the “Lock-Up Period”), without the prior written consent
of Wainwright. The Lock-Up Period is subject to certain exceptions under certain circumstances. The foregoing description of the
lock-up agreement is a summary of, and is subject to and qualified by reference to, the provisions of such agreement, which is
filed as an exhibit to this Schedule 13D and incorporated herein by reference.
