1
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Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Innoviva, Inc.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
WC
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
28,000,000 (1)
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
28,000,000 (1)
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,000,000 (1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
67.8% (1)
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14
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TYPE OF REPORTING PERSON
CO
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(1)
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Based on 14,614,073 shares of Common Stock outstanding as of April 30, 2020 (inclusive of the 1,322,510 shares of Common Stock issued by the Issuer to the Reporting Person on April 23, 2020), as reported by the
Issuer in its Form 10-Q filed on May 7, 2020, plus (i) 12,677,490 shares of Common Stock issued by the Issuer to the Reporting Person on June 11, 2020 and (ii) Warrants to purchase 14,000,000 shares of Common Stock held by the
Reporting Person.
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(2)
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The Reporting Person has sole voting power and sole dispositive power with regard to 28,000,000 shares of Common Stock, representing approximately 67.8% of the outstanding shares of Common Stock of the Issuer
as of the date of this Schedule 13D, based on 14,614,073 shares of Common Stock outstanding as of April 30, 2020, as reported by the Issuer in its Form 10-Q filed on May 7, 2020 (which includes 1,322,510 shares of Common Stock issued by the
Issuer to the Reporting Person at the First Issuance), plus (i) 12,677,490 shares of Common Stock issued by the Issuer to the Reporting Person on June 11, 2020 and (ii) Warrants to purchase an aggregate of 14,000,000 shares of
Common Stock held by the Reporting Person following the Second Issuance. Except as set forth in Item 4, the Reporting Person did not acquire or sell any shares of Common Stock or other securities of the Issuer during the last 60 days.
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