Madryn Amends Venus Concept Stake

Ticker: VERO · Form: SC 13D/A · Filed: Feb 22, 2024 · CIK: 1409269

Venus Concept Inc. SC 13D/A Filing Summary
FieldDetail
CompanyVenus Concept Inc. (VERO)
Form TypeSC 13D/A
Filed DateFeb 22, 2024
Risk Levellow
Pages12
Reading Time14 min
Key Dollar Amounts$0.001, $0.0001, $15,475,268, $131.625, $26,695,110.54
Sentimentneutral

Sentiment: neutral

Topics: insider-ownership, amendment, institutional-investor

TL;DR

**Madryn Asset Management just updated its ownership in Venus Concept, signaling a potential shift in its investment strategy.**

AI Summary

Madryn Asset Management, LP, along with its affiliates Madryn Health Advisors, LP, Madryn Health Partners (Cayman Master), LP, and Madryn Health Partners, LP, filed an amendment to their Schedule 13D on February 22, 2024, regarding their ownership in Venus Concept Inc. The filing indicates an update to their beneficial ownership of Common Stock, Par Value $0.001 Per Share, of Venus Concept Inc. (CIK: 0001409269). This amendment, number 2, updates previous filings concerning their stake in the medical instruments company.

Why It Matters

This filing signals an updated position by a significant institutional investor in Venus Concept Inc., which could influence market perception and future strategic decisions for the medical device company.

Risk Assessment

Risk Level: low — This is an amendment to a Schedule 13D, indicating an update to beneficial ownership rather than a new, aggressive stake, suggesting a routine disclosure.

Key Numbers

  • $0.001 — Par Value Per Share (Common Stock of Venus Concept Inc.)

Key Players & Entities

  • Madryn Asset Management, LP (company) — Filing entity
  • Venus Concept Inc. (company) — Subject company
  • Madryn Health Advisors, LP (company) — Group member
  • Madryn Health Partners (Cayman Master), LP (company) — Group member
  • Madryn Health Partners, LP (company) — Group member
  • $0.001 (dollar_amount) — Par value per share
  • February 22, 2024 (date) — Filing date

FAQ

Who filed this SC 13D/A amendment?

Madryn Asset Management, LP, along with its group members Madryn Health Advisors, LP, Madryn Health Partners (Cayman Master), LP, and Madryn Health Partners, LP, filed this SC 13D/A amendment.

What is the subject company of this filing?

The subject company of this filing is Venus Concept Inc., with CIK 0001409269.

What type of securities are involved in this filing?

The securities involved are Common Stock, Par Value $0.001 Per Share, of Venus Concept Inc.

When was this amendment filed?

This amendment was filed on February 22, 2024.

What is the purpose of an SC 13D/A filing?

An SC 13D/A filing is an amendment to a Schedule 13D, used to report changes in beneficial ownership of 5% or more of a company's outstanding stock by an investor or group.

Filing Stats: 3,592 words · 14 min read · ~12 pages · Grade level 14.5 · Accepted 2024-02-22 17:01:11

Key Financial Figures

  • $0.001 — me of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securiti
  • $0.0001 — relates to the common stock, par value $0.0001 per share (the Common Stock ), of Venus
  • $15,475,268 — directly by the Funds was approximately $15,475,268 (excluding brokerage commissions and tr
  • $131.625 — of Common Stock at an exercise price of $131.625 per share, at any time on or prior to e
  • $26,695,110.54 — On December 9, 2020, the Funds acquired $26,695,110.54 aggregate principal amount of the Compa
  • $42,500,000 — 0, pursuant to which the Company repaid $42,500,000 aggregate principal amount owed under t
  • $22,791,748.32 — nged the 2020 Convertible Notes for (i) $22,791,748.32 aggregate principal amount of the Compa
  • $1,000 — s 41.6666667 shares of Common Stock per $1,000 principal amount of 2023 Convertible No
  • $24.00 — presents an initial conversion price of $24.00 per share of Common Stock. The conversi

Filing Documents

From the Filing

SC 13D/A 1 d782554dsc13da.htm SC 13D/A SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Venus Concept Inc. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 92332W204 (CUSIP Number) Matthew Girandola Chief Compliance Officer 330 Madison Avenue Floor 33 New York, NY 10017 (646) 560-5490 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 22, 2024 (Date of Event Which Requires Filing of This Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7 for other parties to whom copies are to be sent. * 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. The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP NO. 92332W105 13D/A Page 2 of 11 Pages 1 NAMES OF REPORTING PERSONS MADRYN ASSET MANAGEMENT, LP 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS OO; AF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 Shares of Common Stock 8 SHARED VOTING POWER 1,353,428 Shares of Common Stock 9 SOLE DISPOSITIVE POWER 0 Shares of Common Stock 10 SHARED DISPOSITIVE POWER 1,353,428 Shares of Common Stock 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,353,428 Shares of Common Stock 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.0% of the outstanding Common Stock 14 TYPE OF REPORTING PERSON PN; IA CUSIP NO. 92332W105 13D/A Page 3 of 11 Pages 1 NAMES OF REPORTING PERSONS MADRYN HEALTH PARTNERS, LP 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS PF; OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 Shares of Common Stock 8 SHARED VOTING POWER 500,768 Shares of Common Stock 9 SOLE DISPOSITIVE POWER 0 Shares of Common Stock 10 SHARED DISPOSITIVE POWER 500,768 Shares of Common Stock 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 500,768 Shares of Common Stock 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.4% of the outstanding Common Stock 14 TYPE OF REPORTING PERSON PN CUSIP NO. 92332W105 13D/A Page 4 of 11 Pages 1 NAMES OF REPORTING PERSONS MADRYN HEALTH PARTNERS (CAYMAN MASTER), LP 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS PF; OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION CAYMAN ISLANDS NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 Shares of Common Stock 8 SHARED VOTING POWER 852,660 Shares of Common Stock 9 SOLE DISPOSITIVE POWER 0 Shares of Common Stock 10 SHARED DISPOSITIVE POWER 852,660 Shares of Common Stock 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 852,660 Shares of Common Stock 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 12.6% of the outstanding Common Stock 14 TYPE OF REPORTING PERSON PN CUSIP NO. 92332W105 13D/A Page 5 of 11 Pages 1 NAMES OF REPORTING PERSONS MADRYN HEALTH ADVISORS, LP 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS OO; AF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION NUMBER OF SHARES BENEFICIALLY

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