UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1 )*
PTC Therapeutics, Inc.
(Name of Issuer)
Common Stock, $0,001 par value per share
(Title of Class of Securities)
69366J200
(CUSIP Number)
HBM Healthcare Investments (Cayman) Ltd.
Governor Square, Suite #4-212-2
23 Lime Tree Bay Ave. West Bay
Grand Cayman, Cayman Islands
Telephone: (345) 946-8002
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 29, 2014
(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. o
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 person’s 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).
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CUSIP No. 69366J200 |
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1. |
Name of Reporting Persons HBM Healthcare Investments (Cayman) Ltd. (“HBM”) | |||
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2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) | |||
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3. |
SEC USE ONLY | |||
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4. |
Source of Funds (See Instructions) WC | |||
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5. |
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) | |||
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6. |
Citizenship or Place of Organization Cayman Islands, British West Indies | |||
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Number of Shares Beneficially Owned by Each Reporting Person With: |
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7. |
Sole Voting Power 1,743,717 | |
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8. |
Shared Voting Power 0 | |||
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9. |
Sole Dispositive Power 1,743,717 | |||
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10. |
Shared Dispositive Power 0 | |||
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11. |
Aggregate Amount Beneficially Owned by Each Reporting Person 1,743,717 | |||
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12. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
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13. |
Percent of Class Represented by Amount in Row (11) 5.2676%(1) | |||
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14. |
Type of Reporting Person (See Instructions) CO | |||
(1) This percentage is calculated based upon 33,102,647 shares of the Issuer’s Common Stock outstanding at the completion of the Issuer’s public offering on October 16, 2014 as described in the Prospectus Supplement filed on October 10, 2014.
Explanatory Note: This Amendment No. 1 to Schedule 13 D (this “Amendment No. 1”) is being filed as an amendment to the initial statement on Schedule 13 D relating to the Common Stock, par value $0.001 per share, of PTC Therapeutics, Inc., a Delaware corporation (the “Issuer”), as filed with the Securities and Exchange Commission (the “SEC”) on July 5, 2013 (the “origianal 13D”).
All capitalized terms not otherwise defined hererin shall have the meaning ascribed to the terms in the Original 13D. The Original Schedule 13 D is hereby further amended and remains in full force and effect.
Item 4. Purpose of Transaction
The response set forth in Item 4 of Schedule 13D is hereby amended and supplemented by adding the following paragraph at the end of Item 4:
HBM sold an aggregate of 764,445 of Common Stock in open market transactions from December 17, 2013 through October 23, 2014 for gross proceeds of approximately $25,517,469.63.
Item 5. Interest in Securities of the Issuer
(a) – (b) As of this date of this filing, HBM directly beneficially owns 1,743,717 shares of Common Stock, which constitutes approximately 5.2676% of the Issuer’s Common Stock based upon 33,102,647 shares of the Issuer’s Common Stock outstanding as described in the Prospectus Supplement filed on October 10, 2014.
(c) The following is a list of the shares sold in multiple open market transactions.
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Entity
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Date of Transaction
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Number of
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Price Per Share
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HBM Healthcare Investments (Cayman) Ltd.
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December 17, 2013 |
66,667 |
$19.0817(1) |
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HBM Healthcare Investments (Cayman) Ltd.
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August 14, 2014 |
41,495 |
$31.8716 |
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HBM Healthcare Investments (Cayman) Ltd.
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August 15, 2014 |
50,000 |
$33.4125 |
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HBM Healthcare Investments (Cayman) Ltd.
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August 18, 2014 |
25,000 |
$33.6720 |
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HBM Healthcare Investments (Cayman) Ltd.
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August 19, 2014 |
2,545 |
$33.4867 |
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HBM Healthcare Investments (Cayman) Ltd.
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August 25, 2014 |
22,455 |
$31.6701 |
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HBM Healthcare
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August 26, 2014 |
50,000 |
$32.2016 |
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Entity
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Date of Transaction
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Number of
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Price Per Share
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Investments (Cayman) Ltd. |
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HBM Healthcare Investments (Cayman) Ltd.
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August 28, 2014 |
9,142 |
$31.7486 |
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HBM Healthcare Investments (Cayman) Ltd.
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August 29, 2014 |
50,000 |
$31.4885 |
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HBM Healthcare Investments (Cayman) Ltd.
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September 2, 2014 |
700 |
$31,5634 |
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HBM Healthcare Investments (Cayman) Ltd.
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September 3, 2014 |
34,101 |
$31.3416 |
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HBM Healthcare Investments (Cayman) Ltd.
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September 4, 2014 |
22,927 |
$30.1117 |
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HBM Healthcare Investments (Cayman) Ltd.
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September 8, 2014 |
15,000 |
$31.8384 |
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HBM Healthcare Investments (Cayman) Ltd.
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September 8, 2014 |
10,000 |
$31.8808 |
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HBM Healthcare Investments (Cayman) Ltd.
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September 8, 2014 |
33,000 |
$31.3397 |
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HBM Healthcare Investments (Cayman) Ltd.
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September 8, 2014 |
10,000 |
$31.9123 |
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HBM Healthcare Investments (Cayman) Ltd.
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September 9, 2014 |
65,130 |
$35.1269 |
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HBM Healthcare Investments (Cayman) Ltd.
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October 3, 2014 |
22,176 |
$46.3562 |
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HBM Healthcare Investments (Cayman) Ltd.
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October 8, 2014 |
75,000 |
$39.4307 |
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HBM Healthcare Investments (Cayman) Ltd.
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October 16, 2014 |
12,500 |
$37.0878 |
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HBM Healthcare Investments (Cayman) Ltd.
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October 16, 2014 |
12,500 |
$36.5859 |
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HBM Healthcare Investments (Cayman) Ltd.
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October 17, 2014 |
25,000 |
$37.6888 |
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HBM Healthcare Investments (Cayman) Ltd.
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October 20, 2014 |
12,824 |
$37.3568 |
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HBM Healthcare Investments (Cayman) Ltd.
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October 20, 2014 |
21,083 |
$37.5585 |
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Entity
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Date of Transaction
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Number of
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Price Per Share
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HBM Healthcare Investments (Cayman) Ltd.
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October 21, 2014 |
200 |
$38.0000 |
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HBM Healthcare Investments (Cayman) Ltd.
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October 21, 2014 |
15,000 |
$37.6144 |
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HBM Healthcare Investments (Cayman) Ltd.
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October 22, 2014 |
15,000 |
$37.6531 |
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HBM Healthcare Investments (Cayman) Ltd.
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October 23, 2014 |
10,000 |
$37.9651 |
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HBM Healthcare Investments (Cayman) Ltd.
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October 23, 2014 |
15,000 |
$37.7759 |
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HBM Healthcare Investments (Cayman) Ltd.
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October 23, 2014 |
10,000 |
$38.0017 |
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HBM Healthcare Investments (Cayman) Ltd
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October 23, 2014 |
10,000 |
$38.1301 |
(1) Represents the weighted average sales price for the price increments ranging from $18.70 to $19.65.