|
UNITED STATES |
|
|
SECURITIES AND EXCHANGE COMMISSION |
|
|
Washington, D.C. 20549 |
|
|
|
|
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Liquidia Technologies, Inc.
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
53635D202
(CUSIP Number)
July 30, 2018
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o |
Rule 13d-1(b) |
x |
Rule 13d-1(c) |
o |
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).
CUSIP No. 53635D202 |
Schcdule l3G | |||||
| ||||||
|
1 |
Names of Reporting Persons | ||||
| ||||||
|
2 |
Check the Appropriate Box if a Member of a Group | ||||
|
|
(a) |
o | |||
|
|
(b) |
o | |||
| ||||||
|
3 |
SEC Use Only | ||||
| ||||||
|
4 |
Citizen or Place of Organization | ||||
|
|
| ||||
Number of |
5 |
Sole Voting Power | ||||
| ||||||
6 |
Shared Voting Power | |||||
| ||||||
7 |
Sole Dispositive Power | |||||
| ||||||
8 |
Shared Dispositive Power | |||||
| ||||||
|
9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | ||||
| ||||||
|
10 |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares | ||||
| ||||||
|
11 |
Percent of Class Represented by Amount in Row 9 | ||||
| ||||||
|
12 |
Type of Reporting Person | ||||
CUSIP No. 53635D202 |
Schcdule l3G | |||||
| ||||||
|
1 |
Names of Reporting Persons | ||||
| ||||||
|
2 |
Check the Appropriate Box if a Member of a Group | ||||
|
|
(a) |
o | |||
|
|
(b) |
o | |||
| ||||||
|
3 |
SEC Use Only | ||||
| ||||||
|
4 |
Citizen or Place of Organization | ||||
|
|
| ||||
Number of |
5 |
Sole Voting Power | ||||
| ||||||
6 |
Shared Voting Power | |||||
| ||||||
7 |
Sole Dispositive Power | |||||
| ||||||
8 |
Shared Dispositive Power | |||||
| ||||||
|
9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | ||||
| ||||||
|
10 |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares | ||||
| ||||||
|
11 |
Percent of Class Represented by Amount in Row 9 | ||||
| ||||||
|
12 |
Type of Reporting Person | ||||
CUSIP No. 53635D202 |
Schcdule l3G | |||||
| ||||||
|
1 |
Names of Reporting Persons | ||||
| ||||||
|
2 |
Check the Appropriate Box if a Member of a Group | ||||
|
|
(a) |
o | |||
|
|
(b) |
o | |||
| ||||||
|
3 |
SEC Use Only | ||||
| ||||||
|
4 |
Citizen or Place of Organization | ||||
|
|
| ||||
Number of |
5 |
Sole Voting Power | ||||
| ||||||
6 |
Shared Voting Power | |||||
| ||||||
7 |
Sole Dispositive Power | |||||
| ||||||
8 |
Shared Dispositive Power | |||||
| ||||||
|
9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | ||||
| ||||||
|
10 |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares | ||||
| ||||||
|
11 |
Percent of Class Represented by Amount in Row 9 | ||||
| ||||||
|
12 |
Type of Reporting Person | ||||
CUSIP No. 53635D202 |
Schcdule l3G |
Item 1. | ||
|
(a) |
Name of Issuer: |
|
(b) |
Address of Issuers Principal Executive Offices: |
| ||
Item 2. | ||
|
(a) |
Name of Person Filing: This statement is filed on behalf of: |
|
(b) |
Address of Principal Business Office: |
|
(c) |
Citizenship of each Reporting Person is: |
|
(d) |
Title of Class of Securities: |
|
(e) |
CUSIP Number: |
| ||
Item 3. |
| |
|
Not applicable |
CUSIP No. 53635D202 |
Schcdule l3G |
Item 4. |
Ownership |
Ownership (a-c) |
|
|
|
|
|
|
|
|
|
|
Sole |
|
Shared |
|
|
|
|
|
|
|
Sole |
|
|
|
power to |
|
power to |
|
|
|
|
|
|
|
power |
|
Shared |
|
dispose or |
|
dispose or |
|
|
|
|
|
|
|
to vote |
|
power to |
|
to direct |
|
to direct |
|
|
|
Amount |
|
|
|
or to |
|
vote or to |
|
the |
|
the |
|
|
|
beneficially |
|
Percent |
|
direct |
|
direct the |
|
disposition |
|
disposition |
|
Reporting Persons |
|
owned |
|
of class: |
|
the vote: |
|
vote: |
|
of: |
|
of: |
|
Xeraya LT Ltd (Xeraya LT) |
|
1,400,388 |
|
9.1 |
% |
0 |
|
1,400,388 |
|
0 |
|
1,400,388 |
|
Pulau Manukan Ventures Labuan Ltd (PMVL) |
|
1,400,388 |
|
9.1 |
% |
0 |
|
1,400,388 |
|
0 |
|
1,400,388 |
|
Fares Zahir |
|
1,400,388 |
|
9.1 |
% |
0 |
|
1,400,388 |
|
0 |
|
1,400,388 |
|
Xeraya LT is the record holder of the shares reported herein. PMVL is the holding company of Xeraya LT and may therefore be deemed to share beneficial ownership of the shares reported herein. Fares Zahir is a director of Xeraya LT and has sole voting and dispositive power with respect to the securities held by Xeraya LT and may therefore be deemed to share beneficial ownership of the shares reported herein.
Item 5. |
Ownership of Five Percent or Less of a Class |
Not applicable. | |
| |
Item 6. |
Ownership of More than Five Percent on Behalf of Another Person |
Not applicable. | |
| |
Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company |
Not applicable. | |
| |
Item 8. |
Identification and Classification of Members of the Group |
Not applicable. | |
| |
Item 9. |
Notice of Dissolution of Group |
Not applicable. |
CUSIP No. 53635D202 |
Schcdule l3G |
Item 10. |
Certification |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. |
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: September 6, 2018
|
Xeraya LT Ltd |
|
|
|
|
|
/s/ Fares Zahir |
|
Authorised Signatory |
|
|
|
|
|
Pulau Manukan Ventures Labuan Ltd. |
|
|
|
|
|
/s/ Fares Zahir |
|
Authorised Signatory |
|
|
|
|
|
/s/ Fares Zahir |
|
Fares Zahir |
CUSIP No. 53635D202 |
Schcdule l3G |
LIST OF EXHIBITS
Exhibit No. |
|
Description |
|
|
|
99 |
|
Joint Filing Agreement |
Exhibit 99
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other on behalf of each of them of such a statement on Schedule 13G with respect to the common stock beneficially owned by each of them Liquidia Technologies, Inc. This Joint Filing Agreement shall be included as an Exhibit to such Schedule 13G.
IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement as of the 6th day of September, 2018
|
Xeraya LT Ltd |
|
|
|
|
|
/s/ Fares Zahir |
|
Authorised Signatory |
|
|
|
|
|
Pulau Manukan Ventures Labuan Ltd. |
|
|
|
|
|
/s/ Fares Zahir |
|
Authorised Signatory |
|
|
|
|
|
/s/ Fares Zahir |
|
Fares Zahir |