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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Orphazyme A S (CE) | USOTC:OZYMF | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 90.00 | 0.00 | 01:00:00 |
United States
Securities and Exchange Commission
Washington, D.C. 20549
Schedule 13G
(Rule 13d-102)
Information to be Included in Statements Filed Pursuant
to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed
Pursuant to § 240.13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)*
Orphazyme A/S
(Name of Issuer)
Ordinary Shares
(Title of Class of Securities)
687305102
(CUSIP Number)
December 31, 2022
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
* | 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 the disclosures provided in a prior cover page. |
The information required in 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).
Names of Reporting Persons Orpha Pooling B.V. Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐ SEC Use Only Citizenship or Place of
Organization The
Netherlands Number of Shares Beneficially Owned by Each Reporting Person With Sole Voting Power 0 Shared Voting Power 2,145,627 Sole Dispositive Power 0 Shared Dispositive Power 2,145,627 Aggregate Amount Beneficially Owned by Each Reporting Person 2,145,627 Check if the Aggregate
Amount in Row (9) Excludes Certain Shares Not
Applicable Percent of Class
Represented by Amount in Row 9 6.1% Type of Reporting
Person OO (Limited Liability Company)
Names of Reporting Persons LSP V Coöperatieve U.A. Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐ SEC Use Only Citizenship or Place of
Organization The
Netherlands Number of Shares Beneficially Owned by Each Reporting Person With Sole Voting Power 0 Shared Voting Power 2,426,711 Sole Dispositive Power 0 Shared Dispositive Power 2,426,711 Aggregate Amount Beneficially Owned by Each Reporting Person 2,426,711 Check if the Aggregate
Amount in Row (9) Excludes Certain Shares Not
Applicable Percent of Class
Represented by Amount in Row 9 6.9% Type of Reporting
Person OO (Limited Liability Company)
Names of Reporting Persons LSP V Management B.V. Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐ SEC Use Only Citizenship or Place of
Organization The
Netherlands Number of Shares Beneficially Owned by Each Reporting Person With Sole Voting Power 0 Shared Voting Power 2,426,711 Sole Dispositive Power 0 Shared Dispositive Power 2,426,711 Aggregate Amount Beneficially Owned by Each Reporting Person 2,426,711 Check if the Aggregate
Amount in Row (9) Excludes Certain Shares Not
Applicable Percent of Class
Represented by Amount in Row 9 6.9% Type of Reporting
Person OO (Limited Liability Company)
(a) Name of Issuer: Orphazyme A/S (the Issuer). Address of Issuers Principal Executive Offices: Ole Maaløes Vej 3, DK-2200 Copenhagen N, Denmark. (a) Name of Person Filing: Each of the following is hereinafter individually referred to as a Reporting Person and collectively as the
Reporting Persons. This statement is filed on behalf of: Orpha Pooling B.V.; LSP V Coöperatieve U.A. (LSP V); and LSP V Management B.V. Address or Principal Business Office: The principal business address of each of the Reporting Persons is c/o EQT Life Sciences, Johannes Vermeerplein 9, 1071 DV
Amsterdam, the Netherlands. Citizenship of each Reporting Person is: Each of the Reporting Persons is organized under the laws of the Netherlands. Title of Class of Securities: Ordinary shares with a nominal value of DKK 1 per share (Ordinary Shares). CUSIP Number: 687305102 Not applicable. Ownership.
The ownership information presented below represents beneficial ownership of
Ordinary Shares of the Issuer as of December 31, 2022, 35,312,241 Ordinary Shares outstanding as of May 31, 2022, as disclosed in the Issuers Annual Report on Form 20-F filed with the
Securities and Exchange Commission on June 28, 2022. Amount beneficially owned Percent of class: Sole of: Shared power to dispose or to direct the disposition of: Orpha Pooling B.V. LSP V Coöperatieve U.A. LSP V Management B.V. Orpha Pooling B.V. is the record holder of 2,145,627 Ordinary Shares and LSP V is the record
holder of 281,084 Ordinary Shares. LSP V Management B.V. is the sole director of LSP V, which is the controlling
shareholder of Orpha Pooling B.V. The managing directors of LSP V Management B.V. are Martijn Kleijwegt, Rene Kuijten and Joachim Rothe. As such, LSP V Management B.V., Martijn Kleijwegt, Rene Kuijten and Joachim Rothe may be deemed to beneficially
own the Ordinary Shares held of record by LSP V and Orpha Pooling B.V., and LSP V may be deemed to beneficially own the Ordinary Shares held of record by Orpha Pooling B.V. Each of Mr. Kleijwegt, Mr. Kuijten and Mr. Rothe disclaims
beneficial ownership of such shares. Ownership of Five Percent or Less of a Class. Not applicable. Ownership of More than Five Percent on Behalf of Another Person. Not applicable. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the
Parent Holding Company. Not applicable. Identification and Classification of Members of the Group. Not applicable. Notice of Dissolution of Group. Not applicable.
Certification. Not applicable.
SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct. Date: February 8, 2023 Orpha Pooling B.V. By: /s/ Martijn Kleijwegt Name: LSP V Management B.V. Title: Managing Director Name: Martijn Kleijwegt Title: Managing Director By: /s/ René Kuijten Name: LSP V Management B.V. Title: Managing Director Name: René Kuijten Title: Managing Director LSP V Coöperatieve U.A. By: /s/ Martijn Kleijwegt Name: LSP V Management B.V. Title: Managing Director Name: Martijn Kleijwegt Title: Managing Director By: /s/ René Kuijten Name: LSP V Management B.V. Title: Managing Director Name: René Kuijten Title: Managing Director LSP V Management B.V. By: /s/ Martijn Kleijwegt Name: Martijn Kleijwegt Title: Managing Director By: /s/ René Kuijten Name: René Kuijten Title: Managing Director
LIST OF EXHIBITS Exhibit No. Description
CUSIP No. 687305102
Schedule 13G
Page 1 of 8
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CUSIP No. 687305102
Schedule 13G
Page 2 of 8
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CUSIP No. 687305102
Schedule 13G
Page 3 of 8
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CUSIP No. 687305102
Schedule 13G
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ITEM 1.
(b)
ITEM 2.
(b)
(c)
(d)
(e)
ITEM 3.
ITEM 4.
(a-c)
CUSIP No. 687305102
Schedule 13G
Page 5 of 8
Reporting Person
Sole
power
to vote
or to
direct
the vote:
Shared
power to
vote or to
direct the
vote:
power to
dispose or
to direct
the
disposition
2,145,627
6.1
%
0
2,145,627
0
2,145,627
2,426,711
6.9
%
0
2,426,711
0
2,426,711
2,426,711
6.9
%
0
2,426,711
0
2,426,711
ITEM 5.
ITEM 6.
ITEM 7.
ITEM 8.
ITEM 9.
CUSIP No. 687305102
Schedule 13G
Page 6 of 8
ITEM 10.
CUSIP No. 687305102
Schedule 13G
Page 7 of 8
CUSIP No. 687305102
Schedule 13G
Page 8 of 8
99
Joint Filing Agreement (previously filed as Exhibit 99 to the Schedule 13G filed by the Reporting Persons on February 8, 2021).
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