SC 13G/A 1 a16-12161_1sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

PERNIX THERAPEUTICS HOLDINGS, INC.

(Name of Issuer)

Shares of Common Stock, $0.01 par value per share

(Title of Class of Securities)

71426V108

(CUSIP Number)

May 26, 2016

(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 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 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. 71426V108

13G

 

 

 

1.

Names of Reporting Persons
Bracebridge Capital, LLC

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0 shares of Common Stock

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0 shares of Common Stock

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0%

 

 

12.

Type of Reporting Person (See Instructions)
OO, IA

 

2


 

CUSIP No. 71426V108

13G

 

 

 

1.

Names of Reporting Persons
FFI Fund Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0 shares of Common Stock

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0 shares of Common Stock

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

3


 

CUSIP No. 71426V108

13G

 

 

 

1.

Names of Reporting Persons
FYI Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0 shares of Common Stock

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0 shares of Common Stock

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

4


 

CUSIP No. 71426V108

13G

 

 

 

1.

Names of Reporting Persons
Olifant Fund, Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0  shares of Common Stock

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0  shares of Common Stock

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0  shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

5


 

CUSIP No. 71426V108

13G

 

 

 

1.

Names of Reporting Persons
Strongbow Fund Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0 shares of Common Stock

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0 shares of Common Stock

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

6


 

CUSIP No. 71426V108

13G

 

 

 

1.

Names of Reporting Persons
Value Recovery Fund Limited

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0 shares of Common Stock

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0 shares of Common Stock

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

7


 

CUSIP No. 71426V108

13G

 

 

 

1.

Names of Reporting Persons
Nancy Zimmerman

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
0 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
0 shares of Common Stock

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

8


 

CUSIP No. 71426V108

13G

 

 

 

1.

Names of Reporting Persons
Gabriel Sunshine

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
0 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
0 shares of Common Stock

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

9


 

Item 1.

 

(a)

Name of Issuer:
Pernix Therapeutics Holdings, Inc. (the “Issuer”).

 

(b)

Address of the Issuer’s Principal Executive Offices:
10 North Park Place, Suite 201, Morristown, NJ 07960.

 

Item 2.

 

(a)

Name of Person Filing:
This joint statement on Schedule 13G is being filed by Bracebridge Capital, LLC, FFI Fund Ltd., FYI Ltd., Olifant Fund, Ltd., Strongbow Fund Ltd., Value Recovery Fund Limited, Nancy Zimmerman, and Gabriel Sunshine, who are collectively referred to as the “Reporting Persons.”  Bracebridge Capital, LLC (the “Investment Manager”) is the investment manager of each of FFI Fund Ltd. (“FFI”), FYI Ltd. (“FYI”), Olifant Fund, Ltd. (“Olifant”), Strongbow Fund Ltd. (“Strongbow”), and Value Recovery Fund Limited (“Value Recovery”). Ms. Zimmerman and Mr. Sunshine are founders and principals of the Investment Manager, and each of Ms. Zimmerman and Mr. Sunshine has shared authority to vote and dispose of the shares of Common Stock (as defined below) reported in this Schedule 13G.  The Reporting Persons have entered into a Joint Filing Agreement, dated as of the date hereof, a copy of which is filed with this Schedule 13G as Exhibit 1 (which is incorporated herein by reference), pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k) under the Act.

 

(b)

Address of Principal Business Office:
The principal business office of the Reporting Persons with respect to the shares reported hereunder is 500 Boylston Street, 17th Floor, Boston, Massachusetts 02116.

 

(c)

Citizenship:
The Investment Manager is a Delaware limited liability company.   Each of FFI, FYI, Olifant, Strongbow and Value Recovery (together, the “Funds”) is a Cayman Islands limited company.  Ms. Zimmerman and Mr. Sunshine are U.S. Citizens.

 

(d)

Title and Class of Securities:
Shares of Common Stock, $0.01 par value per share (“Common Stock”).

 

(e)

CUSIP Number:
71426V108.

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

N/A.

 

 

10


 

Item 4.

Ownership:

 

 

(a)

Amount beneficially owned:   

0

 

(b)

Percent of class:   

0.0%

 

(c)

Number of shares as to which such person has:

 

 

 

(i)

Sole power to vote or to direct the vote:   

0

 

 

(ii)

Shared power to vote or to direct the vote:    

0

 

 

(iii)

Sole power to dispose or to direct the disposition of:   

0

 

 

(iv)

Shared power to dispose or to direct the disposition of:   

0

 

Item 5.

Ownership of Five Percent or Less of a Class:

If this statement is being filed to report the fact that as of the date hereof the Reporting Person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person:

N/A.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:

N/A.

 

Item 8.

Identification and Classification of Members of the Group:

N/A.

 

Item 9.

Notice of Dissolution of Group:

N/A.

 

 

11


 

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.

 

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.

 

May 26, 2016

 

 

BRACEBRIDGE CAPITAL, LLC

 

 

 

BY:

 

 

 

/s/ Gabriel Sunshine

 

Name: Gabriel Sunshine

 

Title: Authorized Signatory

 

 

 

 

 

FFI FUND LTD.

 

 

 

BY:

 

 

 

/s/ Gabriel Sunshine

 

Name: Gabriel Sunshine

 

Title: Authorized Signatory

 

 

 

 

 

FYI LTD.

 

 

 

BY:

 

 

 

/s/ Gabriel Sunshine

 

Name: Gabriel Sunshine

 

Title: Authorized Signatory

 

 

 

 

 

OLIFANT FUND, LTD.

 

 

 

BY:

 

 

 

/s/ Gabriel Sunshine

 

Name: Gabriel Sunshine

 

Title: Authorized Signatory

 

12


 

 

STRONGBOW FUND LTD.

 

 

 

BY:

 

 

 

/s/ Gabriel Sunshine

 

Name: Gabriel Sunshine

 

Title: Authorized Signatory

 

 

 

 

 

VALUE RECOVERY FUND LIMITED

 

 

 

BY:

 

 

 

/s/ Gabriel Sunshine

 

Name: Gabriel Sunshine

 

Title: Authorized Signatory

 

 

 

 

 

/s/ Nancy Zimmerman

 

Nancy Zimmerman

 

 

 

 

 

/s/ Gabriel Sunshine

 

Gabriel Sunshine

 

13


 

Exhibit 1

 

JOINT FILING AGREEMENT

 

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree, as of May 26, 2016, that only one statement containing the information required by Schedule 13G, and each amendment thereto, need be filed with respect to the ownership by each of the undersigned of shares of Common Stock of Pernix Therapeutics Holdings, Inc., and such statement to which this Joint Filing Agreement is attached as Exhibit 1 is filed on behalf of each of the undersigned.

 

 

BRACEBRIDGE CAPITAL, LLC

 

 

 

BY:

 

 

 

/s/ Gabriel Sunshine

 

Name: Gabriel Sunshine

 

Title: Authorized Signatory

 

 

 

 

 

FFI FUND LTD.

 

 

 

BY:

 

 

 

/s/ Gabriel Sunshine

 

Name: Gabriel Sunshine

 

Title: Authorized Signatory

 

 

 

 

 

FYI LTD.

 

 

 

BY:

 

 

 

/s/ Gabriel Sunshine

 

Name: Gabriel Sunshine

 

Title: Authorized Signatory

 

 

 

 

 

OLIFANT FUND, LTD.

 

 

 

BY:

 

 

 

/s/ Gabriel Sunshine

 

Name: Gabriel Sunshine

 

Title: Authorized Signatory

 

14


 

 

 

 

STRONGBOW FUND LTD.

 

 

 

BY:

 

 

 

/s/ Gabriel Sunshine

 

Name: Gabriel Sunshine

 

Title: Authorized Signatory

 

 

 

 

 

VALUE RECOVERY FUND LIMITED

 

 

 

BY:

 

 

 

/s/ Gabriel Sunshine

 

Name: Gabriel Sunshine

 

Title: Authorized Signatory

 

 

 

 

 

/s/ Nancy Zimmerman

 

Nancy Zimmerman

 

 

 

 

 

/s/ Gabriel Sunshine

 

Gabriel Sunshine

 

15