Madryn Asset Management Amends Venus Concept Stake

TL;DR

Madryn Asset Management updated their Venus Concept stake filing. Keep an eye on this.

AI Summary

Madryn Asset Management, LP, along with its affiliates Madryn Health Advisors, LP and Madryn Health Partners (Cayman Master), LP, has amended its Schedule 13D filing regarding Venus Concept Inc. as of September 30, 2024. The filing indicates a change in beneficial ownership, though specific new holdings or percentage changes are not detailed in this excerpt. Venus Concept Inc. was formerly known as Restoration Robotics, Inc.

Why It Matters

This filing signals a potential shift in significant ownership for Venus Concept Inc., which could influence its stock price and strategic direction.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or shifts in control, which can introduce volatility.

Key Players & Entities

• Madryn Asset Management, LP (company) — Filing entity
• Madryn Health Advisors, LP (company) — Affiliated entity
• Madryn Health Partners (Cayman Master), LP (company) — Affiliated entity
• Venus Concept Inc. (company) — Subject company
• Restoration Robotics, Inc. (company) — Former company name

FAQ

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
• $35,000,000 — ) pursuant to which the Funds exchanged $35,000,000 of senior indebtedness under that certa
• $15,000,000 — ) pursuant to which the Funds exchanged $15,000,000 of senior indebtedness under the MSLP L
• $60.66 — 2024 Exchange Agreement were priced at $60.66 and $73.68 per share, respectively (the
• $73.68 — nge Agreement were priced at $60.66 and $73.68 per share, respectively (the Issuance P
• $30,000,000 — r Common Stock that raises no less than $30,000,000, among other requirements. Each share o

Filing Documents

• d883661dsc13da.htm (SC 13D/A) — 110KB
• 0001193125-24-229274.txt ( ) — 112KB

From the Filing

SC 13D/A 1 d883661dsc13da.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. 5)* 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) September 26, 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 12 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 AMERICA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 Shares of Common Stock 8 SHARED VOTING POWER 1,785,809 Shares of Common Stock 9 SOLE DISPOSITIVE POWER 0 Shares of Common Stock 10 SHARED DISPOSITIVE POWER 1,785,809 Shares of Common Stock 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,785,809 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 12 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 AMERICA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 Shares of Common Stock 8 SHARED VOTING POWER 660,708 Shares of Common Stock 9 SOLE DISPOSITIVE POWER 0 Shares of Common Stock 10 SHARED DISPOSITIVE POWER 660,708 Shares of Common Stock 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 660,708 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 12 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 1,125,101 Shares of Common Stock 9 SOLE DISPOSITIVE POWER 0 Shares of Common Stock 10 SHARED DISPOSITIVE POWER 1,125,101 Shares of Common Stock 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,125,101 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 12 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 AMERICA NUMBER OF SHARES BENEFICIALL

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