Filing Details
- Accession Number:
- 0001104659-19-056278
- Form Type:
- 4/A
- Zero Holdings:
- No
- Publication Time:
- 2019-10-25 06:25:25
- Reporting Period:
- 2019-10-07
- Accepted Time:
- 2019-10-25 06:25:25
- Original Submission Date:
- 2019-10-09
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1734517 | Viela Bio Inc. | VIE | () | E9 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1672803 | Fund Master Opportunities Capital Boyu | C/O Boyu Capital Advisory Co. Limited, Suite 1518, Two Pacific Pl, 88 Queensway Hong Kong | No | No | Yes | No | |
| 1678375 | Boyu Capital Fund Iii, L.p. | C/O Boyu Capital Advisory Co. Limited, Suite 1518, Two Pacific Pl, 88 Queensway Hong Kong | No | No | Yes | No | |
| 1789666 | Xiaomeng Tong | C/O Boyu Capital Advisory Co. Limited, Suite 1518, Two Pacific Pl, 88 Queensway Hong Kong | No | No | Yes | No | |
| 1789668 | Ltd Meadow Boundless | C/O Boyu Capital Advisory Co. Limited, Suite 1518, Two Pacific Pl, 88 Queensway Hong Kong | No | No | Yes | No | |
| 1790732 | Ltd Management Investment Capital Boyu | C/O Boyu Capital Advisory Co. Limited, Suite 1518, Two Pacific Pl, 88 Queensway Hong Kong | No | No | Yes | No | |
| 1790734 | Boyu Capital General Partner Iii, L.p. | C/O Boyu Capital Advisory Co. Limited, Suite 1518, Two Pacific Pl, 88 Queensway Hong Kong | No | No | Yes | No | |
| 1791267 | Ltd. Holdings Xyxy | C/O Boyu Capital Advisory Co. Limited, Suite 1518, Two Pacific Pl, 88 Queensway Hong Kong | No | No | Yes | No | |
| 1791268 | Ltd. Holdings Group Capital Boyu | C/O Boyu Capital Advisory Co. Limited, Suite 1518, Two Pacific Pl, 88 Queensway Hong Kong | No | No | Yes | No | |
| 1791269 | Boyu Capital General Partner Iii, Ltd. | C/O Boyu Capital Advisory Co. Limited, Suite 1518, Two Pacific Pl, 88 Queensway Hong Kong | 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 | Acquisiton | 2019-10-07 | 6,800,000 | $0.00 | 6,800,000 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2019-10-07 | 1,882,353 | $0.00 | 8,682,353 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2019-10-07 | 300,000 | $19.00 | 300,000 | No | 4 | P | Indirect | Held by Boyu Capital Opportunities Master Fund |
| Common Stock | Disposition | 2019-10-07 | 36,091 | $22.18 | 263,909 | No | 4 | S | Indirect | Held by Boyu Capital Opportunities Master Fund |
| Common Stock | Acquisiton | 2019-10-08 | 36,091 | $21.83 | 300,000 | No | 4 | P | Indirect | Held by Boyu Capital Opportunities Master Fund |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | C | Direct | |
| No | 4 | P | Indirect | Held by Boyu Capital Opportunities Master Fund |
| No | 4 | S | Indirect | Held by Boyu Capital Opportunities Master Fund |
| No | 4 | P | Indirect | Held by Boyu Capital Opportunities Master Fund |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Series A-2 Preferred Stock | Disposition | 2019-10-07 | 6,800,000 | $0.00 | 6,800,000 | $0.00 |
| Common Stock | Series A-3 Preferred Stock | Disposition | 2019-10-07 | 1,882,353 | $0.00 | 1,882,353 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct |
Footnotes
- The shares of preferred stock automatically converted into common stock immediately upon completion of the Issuer's initial public offering on a 1-for-1 basis.
- This amendment is being filed to correct a mathematical error in the amount of shares beneficially owned following the reported transactions as reflected in the Form 4 filed on October 9, 2019 (the "Original Form 4").
- Boundless Meadow Limited is wholly owned by Boyu Capital Fund III, L.P. Boyu Capital General Partner III, L.P. is the general partner of Boyu Capital Fund III, L.P. Boyu Capital General Partner III, Ltd. is the general partner of Boyu Capital General Partner III, L.P. Boyu Capital Group Holdings Ltd. holds 100% of the outstanding shares of Boyu Capital General Partner III, Ltd. XYXY Holdings Ltd. is the controlling shareholder of Boyu Capital Group Holdings Ltd. Mr. Xiaomeng Tong holds 100% of the outstanding shares of XYXY Holdings Ltd. Each of Boyu Capital Fund III, L.P., Boyu Capital General Partner III, L.P., Boyu Capital General Partner III, Ltd., Boyu Capital Group Holdings Ltd., XYXY Holdings Ltd. and Mr. Xiaomeng Tong may be deemed to beneficially own the securities held by Boundless Meadow Limited and disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein, if any.
- Reflects shares purchased in the Issuer's initial public offering.
- The Original Form 4 is also amended to reflect the inclusion of these securities as reported in Mr. Xiaomeng Tong's Form 4s filed on October 9, 2019 and October 10, 2019 respectively and the inclusion of Boyu Capital Fund III, L.P., Boyu Capital General Partner III, L.P., Boyu Capital General Partner III, Ltd., Boyu Capital Opportunities Master Fund, Boyu Capital Investment Management Limited, Boyu Capital Group Holdings Ltd., XYXY Holdings Ltd. and Mr. Xiaomeng Tong as additional reporting persons.
- The shares are directly held by Boyu Capital Opportunities Master Fund. Boyu Capital Investment Management Limited holds 100% of management shares of Boyu Capital Opportunities Master Fund. Boyu Capital Group Holdings Ltd. holds 100% of the voting shares of Boyu Capital Investment Management Limited. XYXY Holdings Ltd. is the controlling shareholder of Boyu Capital Group Holdings Ltd. Mr. Xiaomeng Tong holds 100% of the outstanding shares of XYXY Holdings Ltd. Each of Boyu Capital Investment Management Limited, Boyu Capital Group Holdings Ltd., XYXY Holdings Ltd. and Mr. Xiaomeng Tong may be deemed to beneficially own the securities held by Boyu Capital Opportunities Master Fund and disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein, if any.
- The sale of Issuer's common stock reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934, to the extent of 36,091 shares, with the purchase of 36,091 shares of Issuer common stock at a price of $19 per share on the same date reported on the Mr. Xiaomeng Tong's Form 4 filed on October 10, 2019. Boyu Capital Opportunities Master Fund has agreed to pay to Issuer, upon settlement of the sale, $114,396.94274 representing the full amount of the profit realized in connection with the short-swing transaction less transaction costs.
- The shares of preferred stock were convertible into the Issuer's common stock in accordance with the Issuer's Restated Certificate of Incorporation, as amended, immediately upon completion of the Issuer's initial public offering.
- Not applicable.
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