• Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
Quantisnow Logo
  • Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
PublishDashboard
    Quantisnow Logo

    © 2025 quantisnow.com
    Democratizing insights since 2022

    Services
    Live news feedsRSS FeedsAlertsPublish with Us
    Company
    AboutQuantisnow PlusContactJobsAI employees
    Legal
    Terms of usePrivacy policyCookie policy

    SEC Form SC 13G filed by Marinus Pharmaceuticals Inc.

    11/1/24 8:30:50 PM ET
    $MRNS
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $MRNS alert in real time by email
    SC 13G 1 d895238dsc13g.htm SC 13G SC 13G

     

     

    Securities and Exchange Commission

    Washington, D.C. 20549

     

     

    Schedule 13G

    (Rule 13d-102)

    Information to be Included in Statements Filed Pursuant

    to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

    Pursuant to § 240.13d-2

    UNDER THE SECURITIES EXCHANGE ACT OF 1934

    (Amendment No. )*

     

     

    Marinus Pharmaceuticals, Inc.

    (Name of Issuer)

    Common Stock

    (Title of Class of Securities)

    56854Q200

    (CUSIP Number)

    October 25, 2024

    (Date of Event Which Requires Filing of this Statement)

     

     

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

    ☐ Rule 13d-1(b)

    ☒ Rule 13d-1(c)

    ☐ 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. 56854Q200   

    Schedule 13G

       Page 1 of 9

     

     1   

     Names of Reporting Persons

     

     Panacea Innovation Limited

     2  

     Check the Appropriate Box if a Member of a Group

     

     (a) ☐  (b) ☐

     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

       6  

     Shared Voting Power

     

     5,500,000

       7  

     Sole Dispositive Power

     

     0

       8  

     Shared Dispositive Power

     

     5,500,000

     9   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     5,500,000

    10  

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

     

     Not Applicable

    11  

     Percent of Class Represented by Amount in Row 9

     

     9.98%

    12  

     Type of Reporting Person

     

     CO


    CUSIP No. 56854Q200   

    Schedule 13G

       Page 2 of 9

     

     1   

     Names of Reporting Persons

     

     Panacea Venture Healthcare Fund II, L.P.

     2  

     Check the Appropriate Box if a Member of a Group

     

     (a) ☐  (b) ☐

     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

       6  

     Shared Voting Power

     

     5,500,000

       7  

     Sole Dispositive Power

     

     0

       8  

     Shared Dispositive Power

     

     5,500,000

     9   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     5,500,000

    10  

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

     

     Not Applicable

    11  

     Percent of Class Represented by Amount in Row 9

     

     9.98%

    12  

     Type of Reporting Person

     

     PN


    CUSIP No. 56854Q200   

    Schedule 13G

       Page 3 of 9

     

     1   

     Names of Reporting Persons

     

     Panacea Venture Healthcare Fund II GP Company, Ltd.

     2  

     Check the Appropriate Box if a Member of a Group

     

     (a) ☐  (b) ☐

     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

       6  

     Shared Voting Power

     

     5,500,000

       7  

     Sole Dispositive Power

     

     0

       8  

     Shared Dispositive Power

     

     5,500,000

     9   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     5,500,000

    10  

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

     

     Not Applicable

    11  

     Percent of Class Represented by Amount in Row 9

     

     9.98%

    12  

     Type of Reporting Person

     

     CO


    CUSIP No. 56854Q200   

    Schedule 13G

       Page 4 of 9

     

     1   

     Names of Reporting Persons

     

     James Huang

     2  

     Check the Appropriate Box if a Member of a Group

     

     (a) ☐  (b) ☐

     3  

     SEC Use Only

     

     4  

     Citizenship or Place of Organization

     

     Republic of China

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5   

     Sole Voting Power

     

     0

       6  

     Shared Voting Power

     

     5,500,000

       7  

     Sole Dispositive Power

     

     0

       8  

     Shared Dispositive Power

     

     5,500,000

     9   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     5,500,000

    10  

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

     

     Not Applicable

    11  

     Percent of Class Represented by Amount in Row 9

     

     9.98%

    12  

     Type of Reporting Person

     

     IN


    CUSIP No. 56854Q200   

    Schedule 13G

       Page 5 of 9

     

    ITEM 1.    (a)    Name of Issuer:
         

    Marinus Pharmaceuticals, Inc. (the “Issuer”).

       (b)    Address of Issuer’s Principal Executive Offices:
         

    5 Radnor Corporate Center, Suite 500, 100 Matsonford Rd., Radnor PA 19087

    ITEM 2.    (a)    Name of Person Filing:
         

    Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

         

    Panacea Innovation Limited

         

    Panacea Venture Healthcare Fund II, L.P.

         

    Panacea Venture Healthcare Fund II GP Company, Ltd.

         

    James Huang

       (b)    Address of Principal Business Office:
         

    The business address of each of the Reporting Persons is c/o Maples Corporate Services Limited, Ugland House, Grand Cayman KY1-1104, Cayman Islands.

       (c)    Citizenship of each Reporting Person is:
         

    Mr. Huang is a citizen of the Republic of China. The remaining Reporting Persons are organized under the laws of the Cayman Islands.

       (d)    Title of Class of Securities:
         

    Common Stock, par value $0.0001 per share (the “Common Stock”).

       (e)    CUSIP Number:
         

    56854Q200

    ITEM 3.      
       Not applicable.
    ITEM 4.       Ownership.
          (a-c)


    CUSIP No. 56854Q200   

    Schedule 13G

       Page 6 of 9

     

    The ownership information presented below represents beneficial ownership of Common Stock as of the date of this filing, based upon 55,084,038 shares of Common Stock outstanding as of August 7, 2024, as disclosed in the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on August 13, 2024.

     

    Reporting Person   

    Amount

    beneficially

    owned

        

    Percent

    of class:

        Sole
    power
    to vote
    or to
    direct
    the
    vote:
         Shared
    power to
    vote or to
    direct the
    vote:
        

    Sole
    power to
    dispose or
    to direct
    the
    disposition

    of:

        

    Shared

    power to

    dispose or

    to direct

    the

    disposition

    of:

     

    Panacea Innovation Limited

         5,500,000        9.98 %      0        5,500,000        0        5,500,000  

    Panacea Venture Healthcare Fund II, L.P.

         5,500,000        9.98 %      0        5,500,000        0        5,500,000  

    Panacea Venture Healthcare Fund II GP Company, Ltd.

         5,500,000        9.98 %      0        5,500,000        0        5,500,000  

    James Huang

         5,500,000        9.98 %      0        5,500,000        0        5,500,000  

    Panacea Venture Healthcare Fund II, L.P. is the record holder of the Ordinary Shares reported herein.

    James Huang is the sole owner of Panacea Innovation Limited, which is the sole owner of Panacea Venture Healthcare Fund II GP Company, Ltd., which is the general partner of Panacea Venture Healthcare Fund II, L.P. As a result, each of the Reporting Persons may be deemed to share beneficial ownership of the Ordinary Shares directly reported herein, but each disclaims such beneficial ownership.

     

    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. 56854Q200   

    Schedule 13G

       Page 7 of 9

     

    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.


    CUSIP No. 56854Q200   

    Schedule 13G

       Page 8 of 9

     

    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: November 1, 2024

     

    Panacea Innovation Limited
    By:  

    /s/ James Huang

    Name:   James Huang
    Title:   Founding Managing Partner
    Panacea Venture Healthcare Fund II, L.P.
    By:   Panacea Venture Healthcare Fund II GP Company, Ltd., its general partner
    By:   Panacea Innovation Limited, its sole owner
    By:  

    /s/ James Huang

    Name:   James Huang
    Title:   Founding Managing Partner
    Panacea Venture Healthcare Fund II GP Company, Ltd.
    By:   Panacea Innovation Limited, its sole owner
    By:  

    /s/ James Huang

    Name:   James Huang
    Title:   Founding Managing Partner
    James Huang

    /s/ James Huang


    CUSIP No. 56854Q200   

    Schedule 13G

       Page 9 of 9

     

    LIST OF EXHIBITS

     

    Exhibit No.

      

    Description

    99    Joint Filing Agreement.
    Get the next $MRNS alert in real time by email

    Chat with this insight

    Save time and jump to the most important pieces.

    Recent Analyst Ratings for
    $MRNS

    DatePrice TargetRatingAnalyst
    9/23/2024$6.00Perform → Outperform
    Oppenheimer
    8/14/2024Buy → Neutral
    Ladenburg Thalmann
    4/16/2024$20.00 → $2.00Outperform → Neutral
    Robert W. Baird
    4/15/2024$24.00 → $3.00Outperform → Sector Perform
    RBC Capital Mkts
    8/11/2023$14.00 → $9.00Outperform → Perform
    Oppenheimer
    1/20/2023$23.00Outperform
    RBC Capital Mkts
    12/20/2021$32.00 → $30.00Outperform
    SVB Leerink
    More analyst ratings