Caligan Partners Amends Anika Therapeutics Stake

TL;DR

Caligan Partners updated their Anika Therapeutics filing on 5/30/24. Watch this space.

AI Summary

Caligan Partners LP, an investment firm, has amended its Schedule 13D filing regarding Anika Therapeutics, Inc. on May 30, 2024. The filing indicates a change in beneficial ownership of Anika Therapeutics' common stock. Specific details on the percentage of shares owned or any transactions are not provided in this excerpt.

Why It Matters

This filing signals a potential shift in control or influence over Anika Therapeutics by Caligan Partners, which could impact the company's strategic direction and shareholder value.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or activist campaigns, introducing uncertainty.

Key Players & Entities

• Caligan Partners LP (company) — Filing entity
• Anika Therapeutics, Inc. (company) — Subject company
• David Johnson (person) — Associated with Caligan Partners LP

FAQ

Key Financial Figures

• $0.01 — me of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securitie
• $33,533,156 — n Parties used a total of approximately $33,533,156 (excluding brokerage commissions) to ac

Filing Documents

• p24-1952sc13da.htm (SC 13D/A) — 71KB
• 0000902664-24-003936.txt ( ) — 73KB

of the Schedule 13D is hereby amended and restated in its entirety as follows

Item 2 of the Schedule 13D is hereby amended and restated in its entirety as follows: (a) This statement is filed by: (i) Caligan Partners LP, a Delaware limited partnership (" Caligan "), which serves indirectly as the investment manager to Caligan Partners Master Fund LP, a Cayman Islands limited partnership (the " Caligan Fund "), and managed accounts (the " Caligan Accounts "), with respect to the shares of Common Stock held by the Caligan Fund and the Caligan Accounts; and (ii) David Johnson, the Managing Partner of Caligan and Managing Member of Caligan Partners GP LLC, the general partner of Caligan (" Mr. Johnson ", together with Caligan and Caligan Partners GP, LLC, the " Caligan Parties "), with respect to the shares of Common Stock held by the Caligan Fund and the Caligan Accounts. Each of the foregoing is referred to as a " Reporting Person " and collectively as the " Reporting Persons ." (b) The principal business address of each of the Caligan Parties is 515 Madison Avenue, 8 th Floor, New York, New York 10022. (c) The principal business of each of the Caligan Parties is investment management. (d) During the last five years, none of the Caligan Parties has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, none of the Caligan Parties has been 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. (f) Caligan is a Delaware limited partnership. Mr. Johnson is a United States citizen. Caligan Partners GP LLC is a Delaware limited liability company. CUSIP No. 035255108 SCHEDULE 13D/A Page 5 of 8 Pages Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:

of the Schedule 13D is hereby amended and restated in its entirety as follows

Item 3 of the Schedule 13D is hereby amended and restated in its entirety as follows: The Caligan Parties used a total of approximately $33,533,156 (excluding brokerage commissions) to acquire the shares of Common Stock held by the Caligan Fund and Caligan Accounts. The source of the funds used to acquire the shares of Common Stock reported herein as beneficially owned by the Caligan Parties was the working capital of the Caligan Fund and the Caligan Accounts. Item 4. PURPOSE OF TRANSACTION:

of the Schedule 13D is hereby amended and supplemented by the addition of the following

Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following: On May 28, 2024, the Reporting Persons and certain of their affiliates entered into a Cooperation Agreement with the Issuer (the " Cooperation Agreement "). Pursuant to the Cooperation Agreement, Caligan withdrew its prior nomination of individuals to the Board of Directors (the " Board ") of the Issuer and the Issuer appointed William Jellison (one of the individuals Caligan nominated) and Joseph Capper to the Board effective as of May 28, 2024. The Cooperation Agreement contains customary standstill provisions, including, among other things, a restriction on the ability of the Reporting Persons to acquire cumulative ownership (directly or indirectly) of more than 9.7% of the outstanding shares of Common Stock during the Standstill Period (as defined in the Cooperation Agreement). The foregoing description of the Cooperation Agreement is not complete and is qualified in its entirety by reference to the full text of the Cooperation Agreement, which is attached hereto as Exhibit 99.4 . Item 5. INTEREST IN SECURITIES OF THE ISSUER: Items 5 (a)-(c) of the Schedule 13D are hereby amended and restated as follows: CUSIP No. 035255108 SCHEDULE 13D/A Page 6 of 8 Pages (a) See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of and percentages of the shares of Common Stock beneficially owned by each Reporting Person. The percentages set forth in this Schedule 13D are based upon 14,828,456 shares of Common Stock outstanding as of April 30, 2024, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2024, filed with the Securities and Exchange Commission on May 8, 2024. By virtue of the Cooperation Agreement and the termination of the Nominee Agreement pursuant to its terms, the Reporting Persons and William Jellison are no longer deemed to be a "group" within the meaning of Section 13(d)(

of the Schedule 13D is hereby amended and supplemented by the addition of the following

Item 6 of the Schedule 13D is hereby amended and supplemented by the addition of the following: The Reporting Persons' responses in Item 4 and the second paragraph of Item 5(a) of this Amendment No. 3 are incorporated by reference into this Item 6. Item 7. MATERIAL TO BE FILED AS EXHIBITS:

of the Schedule 13D is hereby amended and supplemented by the addition of the following

Item 7 of the Schedule 13D is hereby amended and supplemented by the addition of the following: Exhibit 99.4: Cooperation Agreement, dated May 28, 2024 (incorporated by reference to Exhibit 10.1 of the Issuer's Form 8-K, filed on May 28, 2024). CUSIP No. 035255108 SCHEDULE 13D/A Page 7 of 8 Pages

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his or its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: May 30, 2024 CALIGAN PARTNERS LP By: /s/ David Johnson Name: David Johnson Title: Managing Partner /s/ David Johnson DAVID JOHNSON CUSIP No. 035255108 SCHEDULE 13D/A Page 8 of 8 Pages ANNEX A Transactions in the Shares of Common Stock of the Issuer Since the Filing of Amendment No. 2 The following table sets forth all transactions in the shares of Common Stock reported herein effected since the filing of Amendment No. 2. Except as noted below, all such transactions were effected by the Reporting Persons in the open market through brokers and the price per share excludes commissions. Where a price range is provided in the column titled "Price Range ($)", the price reported in the column titled "Price Per Share ($)" is a weighted average price. These shares of Common Stock were sold or purchased in multiple transactions at prices between the price ranges indicated in the column titled "Price Range ($)". The Reporting Persons will undertake to provide to the staff of the SEC, upon request, full information regarding the number of shares of Common Stock sold or purchased at each separate price. Caligan Fund and Caligan Accounts Trade Date Shares Purchased (Sold) Price Per Share ($) Price Range ($) 03/14/2024 12,500 24.3529 24.074 - 24.50

View Full Filing

View this SC 13D/A filing on SEC EDGAR