SEC Form SC 13D/A filed by Petros Pharmaceuticals, Inc. (Amendment)
c/o JCP III SM AIV, L.P.
5301 Wisconsin Avenue, NW
1. Names of Reporting Persons.
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METP Holdings, LLC
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2. Check the Appropriate Box if a Member of a Group
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(a)
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(b)
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3. SEC Use Only
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4. Source of Funds
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AF
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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
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Delaware
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Number of Shares
Beneficially
Owned by
Each Reporting
Person With:
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7. Sole Voting Power
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0
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8. Shared Voting Power
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13,648
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9. Sole Dispositive Power
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0
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10. Shared Dispositive Power
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13,648
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
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13,648
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
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☒
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13. Percent of Class Represented by Amount in Row (11)
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0.10%
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14. Type of Reporting Person
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OO
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1. Names of Reporting Persons.
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JCP III SM AIV, L.P.
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2. Check the Appropriate Box if a Member of a Group
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(a)
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(b)
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3. SEC Use Only
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4. Source of Funds
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AF
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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
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Delaware
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Number of Shares
Beneficially
Owned by
Each Reporting
Person With:
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7. Sole Voting Power
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0
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8. Shared Voting Power
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6,719,578
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9. Sole Dispositive Power
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0
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10. Shared Dispositive Power
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6,719,578
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
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6,719,578
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
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13. Percent of Class Represented by Amount in Row (11)
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51.00%
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14. Type of Reporting Person
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PN
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1. Names of Reporting Persons.
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Juggernaut Partners III GP, L.P.
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2. Check the Appropriate Box if a Member of a Group
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(a)
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(b)
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3. SEC Use Only
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4. Source of Funds
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AF
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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
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Cayman Islands
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Number of Shares
Beneficially
Owned by
Each Reporting
Person With:
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7. Sole Voting Power
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0
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8. Shared Voting Power
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6,719,578
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9. Sole Dispositive Power
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0
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10. Shared Dispositive Power
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6,719,578
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
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6,719,578
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
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13. Percent of Class Represented by Amount in Row (11)
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51.00%
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14. Type of Reporting Person
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PN
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1. Names of Reporting Persons.
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Juggernaut Partners III GP, Ltd.
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2. Check the Appropriate Box if a Member of a Group
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(a)
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(b)
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3. SEC Use Only
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4. Source of Funds
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OO
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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
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Cayman Islands
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Number of Shares
Beneficially
Owned by
Each Reporting
Person With:
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7. Sole Voting Power
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0
|
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8. Shared Voting Power
|
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6,719,578
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|
9. Sole Dispositive Power
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0
|
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10. Shared Dispositive Power
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6,719,578
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
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6,719,578
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
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13. Percent of Class Represented by Amount in Row (11)
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51.00%
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14. Type of Reporting Person
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CO
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1. Names of Reporting Persons.
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John D. Shulman
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2. Check the Appropriate Box if a Member of a Group
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(a)
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(b)
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3. SEC Use Only
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4. Source of Funds
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AF
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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
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United States
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Number of Shares
Beneficially
Owned by
Each Reporting
Person With:
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7. Sole Voting Power
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0
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8. Shared Voting Power
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6,744,578
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9. Sole Dispositive Power
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0
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10. Shared Dispositive Power
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6,744,578
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
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6,744,578
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
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13. Percent of Class Represented by Amount in Row (11)
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51.19%
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14. Type of Reporting Person
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IN
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METP:
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0.10%
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JCP III AIV:
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51.00%1
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JCP III GP:
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51.00%1
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JCP III GP Ltd:
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51.00%1
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Mr. Shulman:
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51.19%1,2
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1 Includes 1,661,807 shares of Common Stock underlying exercisable warrants held by JCP III AIV.
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2 Includes presently exercisable options for the purchase of 25,000 shares of Common Stock issued to Mr. Shulman.
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Exhibit
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Description
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Exhibit A
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Securities Purchase Agreement, dated as of October 13, 2021, by and among Petros Pharmaceuticals, Inc. and each purchaser identified on the signature pages thereto (incorporated by reference to
Exhibit 10.1 to the Issuer’s Current Report on Form 8-K filed on October 15, 2021).
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Exhibit B
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Form of Investor Warrant (incorporated by reference to Exhibit 4.1 to the Issuer’s Current Report on Form 8-K filed on October 15, 2021).
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John D. Shulman
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/s/ John D. Shulman
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METP Holdings, LLC
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By: Juggernaut Partners III GP, L.P.,
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its general partner
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By: Juggernaut Partners III GP, Ltd.
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its general partner
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By: /s/ John D. Shulman
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Name: John D. Shulman
Title: Director
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JCP III SM AIV, L.P.
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By:
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Juggernaut Partners III GP, L.P.,
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its general partner
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By: Juggernaut Partners III GP, Ltd.
its general partner
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By:
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/s/ John D. Shulman
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Name:
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John D. Shulman
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Title:
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Director
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Juggernaut Partners III GP, L.P.
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By:
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Juggernaut Partners III GP, Ltd.
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its general partner
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By:
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/s/ John D. Shulman
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Name:
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John D. Shulman
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Title:
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Director
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Juggernaut Partners III GP, Ltd.
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By:
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/s/ John D. Shulman
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Name:
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John D. Shulman
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Title:
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Director
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