Filing Details

The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

Names of Reporting Persons.

CR Group L.P. (formerly known as Capital Royalty L.P.)

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☒        (b)  ☐

SEC Use Only

Source of Funds

OO⁽¹⁾

Check Box if Disclosure of Legal Proceeding is Required Pursuant to Items 2(d) or 2(e)

☐

Citizenship or Place of Organization

Delaware

Number of

Shares

Beneficially

owned by

Each

Reporting

Person

With:

Sole Voting Power

0

Shared Voting Power

17,459,878⁽²⁾

Sole Dispositive Power

0

Shared Dispositive Power

17,459,878⁽²⁾

Aggregate Amount Beneficially Owned by Each Reporting Person

17,459,878⁽²⁾

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

☐

Percent of Class Represented by Amount in Row (11)

70.6%⁽²⁾⁽³⁾

Type of Reporting Person (See Instructions)

IA

The common stock of the Issuer underlying the Series A Convertible Preferred Stock and underlying the Series B Convertible Preferred Stock was acquired as a result of the conversion of certain of the Issuers debt held by the Funds into Series A Convertible Preferred Stock pursuant to the Purchase Agreement (defined herein) and into Series B Convertible Preferred Stock pursuant to the Series B Purchase Agreement (defined herein). All other securities were purchased with working capital of the Funds (defined herein). See Item 3 herein for further discussion on source of funds.

Includes (i) 124,998 shares of common stock of the Issuer underlying 2,500,000 shares of Series A Convertible Preferred Stock, (ii) 15,575,586 shares of common stock of the Issuer underlying 15,575,586 shares of Series B Convertible Preferred Stock and (iii) 749,998 shares of common stock of the Issuer underlying 749,998 Series A warrants. Each share of Series A Convertible Preferred Stock became convertible into one share of the Issuers common stock for no additional consideration upon the completion of the Issuers initial public offering. Each share of Series B Convertible Preferred Stock is immediately convertible into one share of the Issuers common stock. Each Series A warrant became exercisable for one share of the Issuers common stock immediately upon issuance, and expires on November 16, 2023.

Calculated using 8,271,503 shares of common stock of the Issuer outstanding as of September 30, 2019 based on information provided to the Reporting Persons in the Series B Purchase Agreement (defined herein). Information reflects the 1-for-20 reverse stock split effected by the Issuer on May 20, 2019.

Names of Reporting Persons.

Capital Royalty Partners II L.P.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☒        (b)  ☐

SEC Use Only

Source of Funds

WC, OO⁽¹⁾

Check Box if Disclosure of Legal Proceeding is Required Pursuant to Items 2(d) or 2(e)

☐

Citizenship or Place of Organization

Delaware

Number of

Shares

Beneficially

owned by

Each

Reporting

Person

With:

Sole Voting Power

0

Shared Voting Power

2,169,866⁽²⁾

Sole Dispositive Power

0

Shared Dispositive Power

2,169,866⁽²⁾

Aggregate Amount Beneficially Owned by Each Reporting Person

2,169,866⁽²⁾

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

☐

Percent of Class Represented by Amount in Row (11)

21.3%⁽²⁾⁽³⁾

Type of Reporting Person (See Instructions)

PN, OO

The common stock of the Issuer underlying the Series A Convertible Preferred Stock and underlying the Series B Convertible Preferred Stock was acquired as a result of the conversion of certain of the Issuers debt held by the Funds into Series A Convertible Preferred Stock pursuant to the Purchase Agreement (defined herein) and into Series B Convertible Preferred Stock pursuant to the Series B Purchase Agreement (defined herein). All other securities were purchased with working capital of the Funds (defined herein). See Item 3 herein for further discussion on source of funds.

Includes (i) 13,682 shares of common stock of the Issuer underlying 273,648 shares of Series A Convertible Preferred Stock, (ii) 1,704,890 shares of common stock of the Issuer underlying 1,704,890 shares of Series B Convertible Preferred Stock and (iii) 211,230 shares of common stock of the Issuer underlying 211,230 Series A warrants. Each share of Series A Convertible Preferred Stock became convertible into one share of the Issuers common stock for no additional consideration upon the completion of the Issuers initial public offering. Each share of Series B Convertible Preferred Stock is immediately convertible into one share of the Issuers common stock. Each Series A warrant became exercisable for one share of the Issuers common stock immediately upon issuance, and expires on November 16, 2023.

Calculated using 8,271,503 shares of common stock of the Issuer outstanding as of September 30, 2019 based on information provided to the Reporting Persons in the Series B Purchase Agreement (defined herein). Information reflects the 1-for-20 reverse stock split effected by the Issuer on May 20, 2019.

Names of Reporting Persons.

Capital Royalty Partners II (Cayman) L.P.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☒        (b)  ☐

SEC Use Only

Source of Funds

WC, OO⁽¹⁾

Check Box if Disclosure of Legal Proceeding is Required Pursuant to Items 2(d) or 2(e)

☐

Citizenship or Place of Organization

Cayman Islands

Number of

Shares

Beneficially

owned by

Each

Reporting

Person

With:

Sole Voting Power

0

Shared Voting Power

744,365⁽²⁾

Sole Dispositive Power

0

Shared Dispositive Power

744,365⁽²⁾

Aggregate Amount Beneficially Owned by Each Reporting Person

744,365⁽²⁾

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

☐

Percent of Class Represented by Amount in Row (11)

8.3%⁽²⁾⁽³⁾

Type of Reporting Person (See Instructions)

PN, OO

The common stock of the Issuer underlying the Series A Convertible Preferred Stock and underlying the Series B Convertible Preferred Stock was acquired as a result of the conversion of certain of the Issuers debt held by the Funds into Series A Convertible Preferred Stock pursuant to the Purchase Agreement (defined herein) and into Series B Convertible Preferred Stock pursuant to the Series B Purchase Agreement (defined herein). All other securities were purchased with working capital of the Funds (defined herein). See Item 3 herein for further discussion on source of funds.

Includes (i) 4,835 shares of common stock of the Issuer underlying 96,705 shares of Series A Convertible Preferred Stock, (ii) 602,493 shares of common stock of the Issuer underlying 602,493 shares of Series B Convertible Preferred Stock and (iii) 73,788 shares of common stock of the Issuer underlying 73,788 Series A warrants. Each share of Series A Convertible Preferred Stock became convertible into one share of the Issuers common stock for no additional consideration upon the completion of the Issuers initial public offering. Each share of Series B Convertible Preferred Stock is immediately convertible into one share of the Issuers common stock. Each Series A warrant became exercisable for one share of the Issuers common stock immediately upon issuance, and expires on November 16, 2023.

Calculated using 8,271,503 shares of common stock of the Issuer outstanding as of September 30, 2019 based on information provided to the Reporting Persons in the Series B Purchase Agreement (defined herein). Information reflects the 1-for-20 reverse stock split effected by the Issuer on May 20, 2019.

Names of Reporting Persons.

Capital Royalty Partners II Parallel Fund A L.P.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☒        (b)  ☐

SEC Use Only

Source of Funds

WC, OO⁽¹⁾

Check Box if Disclosure of Legal Proceeding is Required Pursuant to Items 2(d) or 2(e)

☐

Citizenship or Place of Organization

Delaware

Number of

Shares

Beneficially

owned by

Each

Reporting

Person

With:

Sole Voting Power

0

Shared Voting Power

2,699,200⁽²⁾

Sole Dispositive Power

0

Shared Dispositive Power

2,699,200⁽²⁾

Aggregate Amount Beneficially Owned by Each Reporting Person

2,699,200⁽²⁾

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

☐

Percent of Class Represented by Amount in Row (11)

25.5%⁽²⁾⁽³⁾

Type of Reporting Person (See Instructions)

PN, OO

The common stock of the Issuer underlying the Series A Convertible Preferred Stock and underlying the Series B Convertible Preferred Stock was acquired as a result of the conversion of certain of the Issuers debt held by the Funds into Series A Convertible Preferred Stock pursuant to the Purchase Agreement (defined herein) and into Series B Convertible Preferred Stock pursuant to the Series B Purchase Agreement (defined herein). All other securities were purchased with working capital of the Funds (defined herein). See Item 3 herein for further discussion on source of funds.

Includes (i) 15,319 shares of common stock of the Issuer underlying 306,397 shares of Series A Convertible Preferred Stock, (ii) 1,908,922 shares of common stock of the Issuer underlying 1,908,922 shares of Series B Convertible Preferred Stock and (iii) 371,353 shares of common stock of the Issuer underlying 371,353 Series A warrants. Each share of Series A Convertible Preferred Stock became convertible into one share of the Issuers common stock for no additional consideration upon the completion of the Issuers initial public offering. Each share of Series B Convertible Preferred Stock is immediately convertible into one share of the Issuers common stock. Each Series A warrant became exercisable for one share of the Issuers common stock immediately upon issuance, and expires on November 16, 2023.

Calculated using 8,271,503 shares of common stock of the Issuer outstanding as of September 30, 2019 based on information provided to the Reporting Persons in the Series B Purchase Agreement (defined herein). Information reflects the 1-for-20 reverse stock split effected by the Issuer on May 20, 2019.

Names of Reporting Persons.

Capital Royalty Partners II Parallel Fund B (Cayman) L.P.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☒        (b)  ☐

SEC Use Only

Source of Funds

WC, OO⁽¹⁾

Check Box if Disclosure of Legal Proceeding is Required Pursuant to Items 2(d) or 2(e)

☐

Citizenship or Place of Organization

Cayman Islands

Number of

Shares

Beneficially

owned by

Each

Reporting

Person

With:

Sole Voting Power

0

Shared Voting Power

8,651,441⁽²⁾

Sole Dispositive Power

0

Shared Dispositive Power

8,651,441⁽²⁾

Aggregate Amount Beneficially Owned by Each Reporting Person

8,651,441⁽²⁾

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

☐

Percent of Class Represented by Amount in Row (11)

51.8%⁽²⁾⁽³⁾

Type of Reporting Person (See Instructions)

PN, OO

The common stock of the Issuer underlying the Series A Convertible Preferred Stock and underlying the Series B Convertible Preferred Stock was acquired as a result of the conversion of certain of the Issuers debt held by the Funds into Series A Convertible Preferred Stock pursuant to the Purchase Agreement (defined herein) and into Series B Convertible Preferred Stock pursuant to the Series B Purchase Agreement (defined herein). All other securities were purchased with working capital of the Funds (defined herein). See Item 3 herein for further discussion on source of funds.

Includes (i) 66,150 shares of common stock of the Issuer underlying 1,323,001 shares of Series A Convertible Preferred Stock, (ii) 8,242,606 shares of common stock of the Issuer underlying 8,242,606 shares of Series B Convertible Preferred Stock and (iii) 104,166 shares of common stock of the Issuer underlying 104,166 Series A warrants. Each share of Series A Convertible Preferred Stock became convertible into one share of the Issuers common stock for no additional consideration upon the completion of the Issuers initial public offering. Each share of Series B Convertible Preferred Stock is immediately convertible into one share of the Issuers common stock. Each Series A warrant became exercisable for one share of the Issuers common stock immediately upon issuance, and expires on November 16, 2023.

Calculated using 8,271,503 shares of common stock of the Issuer outstanding as of September 30, 2019 based on information provided to the Reporting Persons in the Series B Purchase Agreement (defined herein). Information reflects the 1-for-20 reverse stock split effected by the Issuer on May 20, 2019.

Names of Reporting Persons.

Parallel Investment Opportunities Partners II, L.P.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☒        (b)  ☐

SEC Use Only

Source of Funds

WC, OO⁽¹⁾

Check Box if Disclosure of Legal Proceeding is Required Pursuant to Items 2(d) or 2(e)

☐

Citizenship or Place of Organization

Delaware

Number of

Shares

Beneficially

owned by

Each

Reporting

Person

With:

Sole Voting Power

0

Shared Voting Power

3,195,006⁽²⁾

Sole Dispositive Power

0

Shared Dispositive Power

3,195,006⁽²⁾

Aggregate Amount Beneficially Owned by Each Reporting Person

3,195,006⁽²⁾

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

☐

Percent of Class Represented by Amount in Row (11)

28.0%⁽²⁾⁽³⁾

Type of Reporting Person (See Instructions)

PN, OO

The common stock of the Issuer underlying the Series A Convertible Preferred Stock and underlying the Series B Convertible Preferred Stock was acquired as a result of the conversion of certain of the Issuers debt held by the Funds into Series A Convertible Preferred Stock pursuant to the Purchase Agreement (defined herein) and into Series B Convertible Preferred Stock pursuant to the Series B Purchase Agreement (defined herein). All other securities were purchased with working capital of the Funds (defined herein). See Item 3 herein for further discussion on source of funds.

Includes (i) 25,012 shares of common stock of the Issuer underlying 500,250 shares of Series A Convertible Preferred Stock and (ii) 3,116,675 shares of common stock of the Issuer underlying 3,116,675 shares of Series B Convertible Preferred. Each share of Series A Convertible Preferred Stock became convertible into one share of the Issuers common stock for no additional consideration upon the completion of the Issuers initial public offering. Each share of Series B Convertible Preferred Stock is immediately convertible into shares of the Issuers common stock.

Calculated using 8,271,503 shares of common stock of the Issuer outstanding as of September 30, 2019 based on information provided to the Reporting Persons in the Series B Purchase Agreement (defined herein). Information reflects the 1-for-20 reverse stock split effected by the Issuer on May 20, 2019.

The Reporting Persons beneficially own:

Capital Royalty Partners II L.P. beneficially owns 2,169,866 Shares, representing 21.3% of all of the outstanding Shares, which includes (i) 13,682 Shares underlying Series A Convertible Preferred Stock, (ii) 1,704,890 Shares underlying Series B Convertible Preferred Stock and (iii) 240,064 Shares underlying Series A warrants.

Capital Royalty Partners II (Cayman) L.P. directly owns 744,365 Shares, representing 8.3% of all of the outstanding Shares, which includes (i) 4,835 Shares underlying Series A Convertible Preferred Stock, (ii) 602,493 Shares underlying Series B Convertible Preferred Stock, and (iii) 63,249 Shares underlying Series A warrants.

Capital Royalty Partners II Parallel Fund A L.P. directly owns 2,699,200 Shares, representing 25.5% of all of the outstanding Shares, which includes (i) 15,319 Shares underlying Series A Convertible Preferred Stock, (ii) 1,908,922 Shares underlying Series B Convertible Preferred Stock and (iii) 403,606 Shares underlying Series A warrants.

Capital Royalty Partners II Parallel Fund B (Cayman) L.P. directly owns 8,651,441 Shares, representing 51.8% of all of the outstanding Shares, which includes (i) 66,150 Shares underlying Series A Convertible Preferred Stock, (ii) 8,242,606 Shares underlying Series B Convertible Preferred Stock, and (iii) 104,166 Shares underlying Series A warrants.

Parallel Investment Opportunities Partners II, L.P. directly owns 3,195,006 Shares, representing 28.0% of all of the outstanding Shares, which includes (i) 25,012 Shares underlying Series A Convertible Preferred Stock and (ii) 3,116,675 Shares underlying Series B Convertible Preferred Stock .

CR Group L.P. (formerly known as Capital Royalty L.P.), as investment manager for each of the Funds, may be deemed to beneficially own 17,459,878 Shares, representing 70.6% of all of the outstanding Shares, which includes (i) 124,998 Shares underlying Series A Convertible Preferred Stock, (ii) 15,575,586 Shares underlying Series B Convertible Preferred Stock and (iii) 749,998 Shares underlying Series A warrants.

With respect to the number of Shares, each Reporting Person has the sole power to vote or to direct the vote, the shared power to vote or to direct the vote, the sole power to dispose or to direct the disposition of, and shared power to dispose or to direct the disposition of, see Items 7, 8, 9 and 10, respectively, on the cover pages hereto.

A list of transactions in the Shares that were effected by the Reporting Persons during the past 60 days is attached as Exhibit A hereto and is incorporated herein by reference.