Filing Details

Accession Number:
0000905718-18-001018
Form Type:
4
Zero Holdings:
No
Publication Time:
2018-12-31 16:41:28
Reporting Period:
2018-12-20
Accepted Time:
2018-12-31 16:41:28
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1497504 Plx Pharma Inc. PLXP () DE
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1386928 Park West Asset Management Llc 900 Larkspur Landing Circle, Suite 165
Larkspur CA 94939
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock, $0.001 Par Value Per Share Acquisiton 2018-12-27 397,495 $1.00 1,473,218 No 4 P Indirect See Footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect See Footnotes
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Warrants (right to buy) Acquisiton 2018-12-20 500,000 $0.00 500,000 $3.50
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
500,000 No 4 P Indirect
Footnotes
  1. Park West Asset Management LLC (the "Reporting Person") is the investment manager to Park West Investors Master Fund, Limited, a Cayman Islands exempted company ("PWIMF"), and Park West Partners International, Limited, a Cayman Islands exempted company ("PWPI" and, together with PWIMF, the "PW Funds"). Peter S. Park ("Mr. Park") is the sole member and manager of the Reporting Person.
  2. As of December 27, 2018, PWIMF held 1,332,191 shares of common stock, par value $0.001 per share (the "Common Stock"), of PLx Pharma Inc. (the "Company"), and PWPI held 141,027 shares of Common Stock. Pursuant to Reg. Section 240.16a-1(a)(2), the Reporting Person's and Mr. Park's beneficial ownership is limited to their pecuniary interest, if any, in such securities.
  3. On December 20, 2018, the PW Funds entered into a Purchase Agreement with the Company (the "Purchase Agreement"), pursuant to which the PW Funds agreed to purchase 15,000 shares of Series A Convertible Preferred Stock, par value $0.001 per share, for an aggregate purchase price of $15,000,000 (the "Private Placement"). The closing of the Private Placement is contingent on the Company obtaining stockholder approval of (i) an amendment to the Company's Amended and Restated Certificate of Incorporation to authorize 1,000,000 shares of "blank check" preferred stock and (ii) the issuance of more than 20% of the Common Stock in the Private Placement for purposes of Nasdaq Listing Rule 5635 (the "Stockholder Approval").
  4. The warrants reported on this Form 4 (the "Commitment Warrants") are only exercisable to the extent that the Company does not obtain the Stockholder Approval by April 15, 2019 (the "Exercisability Date").
  5. The Commitment Warrants expire on the tenth anniversary of the Exercisability Date and will be surrendered to the Company for cancellation if the Stockholder Approval is obtained on or prior to the Exercisability Date.
  6. The Company issued the Commitment Warrants at no additional cost, in consideration of the PW Funds' commitments pursuant to the Purchase Agreement.
  7. As of December 20, 2018, PWIMF held Commitment Warrants to purchase up to 452,135 shares of Common Stock and PWPI held Commitment Warrants to purchase up to 47,865 shares of Common Stock. Pursuant to Reg. Section 240.16a-1(a)(2), the Reporting Person's and Mr. Park's beneficial ownership is limited to their pecuniary interest, if any, in such securities.