Form 4: Madryn Asset Management Reports Changes in Beneficial Ownership of Venus Concept Inc.

Sentiment:

SEC Form 4 Filing


Madryn Asset Management and related entities report transactions involving Venus Concept Inc.'s convertible notes and preferred stock, including an exchange of existing notes for new notes and preferred stock.

Summary

  • Madryn Asset Management, along with affiliated entities, filed a Form 4 detailing changes in beneficial ownership of Venus Concept Inc. securities.
  • The transactions involved an exchange of existing secured subordinated convertible notes for new notes and Series Y Convertible Preferred Stock.
  • The existing notes, with a principal amount of $28,015,827.33, were exchanged for $17,015,808.33 in new notes and 379,311 shares of Series Y Preferred Stock.
  • The new notes are convertible into common stock at a rate of 3.7878788 shares per $1,000 principal amount.
  • The Series Y Preferred Stock is convertible into common stock at a rate of 9.0909 shares per share of preferred stock.
  • The filing reflects beneficial ownership by Madryn Health Partners, LP, Madryn Health Partners (Cayman Master), LP, Madryn Asset Management, LP, and Madryn Health Advisors, LP.

Sentiment

Score: 5

Explanation: The document is a standard regulatory filing detailing changes in ownership. It doesn't inherently convey positive or negative sentiment, but rather provides factual information about transactions.

Industry Context

Form 4 filings are standard disclosures required by the SEC when there are changes in beneficial ownership of a company's securities, particularly by directors, officers, or significant shareholders. This filing indicates activity by a major shareholder, Madryn Asset Management, and provides transparency to the market regarding their investment activity in Venus Concept Inc.

Stakeholder Impact

  • The transactions may impact shareholders by changing the ownership structure and potentially affecting the stock price.
  • The exchange of notes and preferred stock could affect the company's capital structure and future financing options.

Key Dates

DateDescription
03/03/2025Reverse stock split implemented by the Company on a one-for-eleven consolidation ratio.
03/31/2025Date of the transaction involving the exchange of convertible notes and preferred stock.
03/31/2025Date the New Notes were secured.
04/02/2025Date of the filing.
12/09/2026Expiration date of the Secured Subordinated Convertible Notes.

Keywords

beneficial ownership, Form 4, Venus Concept Inc., convertible notes, preferred stock, Madryn Asset Management, securities exchange

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