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    SEC Form SC 13G filed by Veru Inc.

    12/26/23 4:31:07 PM ET
    $VERU
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $VERU alert in real time by email
    SC 13G 1 p23-2994sc13g.htm VERU INC.

     

    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549
     
    SCHEDULE 13G
     
    Under the Securities Exchange Act of 1934
    (Amendment No. )*
     

    Veru Inc.

    (Name of Issuer)
     

    Common Stock, par value $0.01 per share

    (Title of Class of Securities)
     

    92536C103

    (CUSIP Number)
     

    December 14, 2023

    (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)
    ý Rule 13d-1(c)
    ¨ Rule 13d-1(d)
     
    (Page 1 of 11 Pages)

     

    ______________________________

    *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. 92536C10313GPage 2 of 11 Pages

     

    1

    NAME OF REPORTING PERSON

    Adage Capital Partners, 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

    Delaware

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON WITH:
    5

    SOLE VOTING POWER

    0

    6

    SHARED VOTING POWER

    13,722,222

    7

    SOLE DISPOSITIVE POWER

    0

    8

    SHARED DISPOSITIVE POWER

    13,722,222

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    13,722,222

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    9.50%

    12

    TYPE OF REPORTING PERSON

    PN

             

     

     

     

     

     

    CUSIP No. 92536C10313GPage 3 of 11 Pages

     

    1

    NAME OF REPORTING PERSON

    Adage Capital Partners GP, L.L.C.

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a) ¨

    (b) ¨

    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

    6

    SHARED VOTING POWER

    13,722,222

    7

    SOLE DISPOSITIVE POWER

    0

    8

    SHARED DISPOSITIVE POWER

    13,722,222

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    13,722,222

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    9.50%

    12

    TYPE OF REPORTING PERSON

    OO

             

     

     

     

     

    CUSIP No. 92536C10313GPage 4 of 11 Pages

     

    1

    NAME OF REPORTING PERSON

    Adage Capital Management, 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

    Delaware

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON WITH:
    5

    SOLE VOTING POWER

    0

    6

    SHARED VOTING POWER

    13,722,222

    7

    SOLE DISPOSITIVE POWER

    0

    8

    SHARED DISPOSITIVE POWER

    13,722,222

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    13,722,222

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    9.50%

    12

    TYPE OF REPORTING PERSON

    PN, IA

             

     

     

     

     

    CUSIP No. 92536C10313GPage 5 of 11 Pages

     

    1

    NAME OF REPORTING PERSON

    Robert Atchinson

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a) ¨

    (b) ¨

    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

    13,722,222

    7

    SOLE DISPOSITIVE POWER

    0

    8

    SHARED DISPOSITIVE POWER

    13,722,222

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    13,722,222

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    9.50%

    12

    TYPE OF REPORTING PERSON

    IN

             

     

     

     

     

     

    CUSIP No. 92536C10313GPage 6 of 11 Pages

     

    1

    NAME OF REPORTING PERSON

    Phillip Gross

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a) ¨

    (b) ¨

    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

    13,722,222

    7

    SOLE DISPOSITIVE POWER

    0

    8

    SHARED DISPOSITIVE POWER

    13,722,222

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    13,722,222

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    9.50%

    12

    TYPE OF REPORTING PERSON

    IN

             

     

     

     

     

     

    CUSIP No. 92536C10313GPage 7 of 11 Pages

     

    Item 1(a). NAME OF ISSUER
      The name of the issuer is Veru Inc. (the “Company”).

     

    Item 1(b). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES
      The Company’s principal executive offices are located at 2916 N. Miami Avenue, Suite 1000, Miami, Florida 33127.

     

    Item 2(a). NAME OF PERSON FILING
      This statement is filed by:

     

      (i) Adage Capital Partners, L.P., a Delaware limited partnership (“ACP”) with respect to the Common Stock directly owned by it;
         
      (ii) Adage Capital Partners GP, L.L.C., a limited liability company organized under the laws of the State of Delaware (“ACPGP”), as general partner of ACP with respect to the Common Stock directly owned by ACP;
         
      (iii) Adage Capital Management, L.P., a Delaware limited partnership (“ACM”), as the investment manager of ACP, with respect to the Common Stock directly owned by ACP;
         
      (iv) Robert Atchinson (“Mr. Atchinson”), as (1) managing member of Adage Capital Advisors, L.L.C., a limited liability company organized under the laws of the State of Delaware (“ACA”), managing member of ACPGP and (2) managing member of Adage Capital Partners LLC, a Delaware limited liability company (“ACPLLC”), general partner of ACM, with respect to the Common Stock directly owned by ACP; and
         
      (v) Phillip Gross (“Mr. Gross”), as (1) managing member of ACA, managing member of ACPGP and (2) managing member of ACPLLC, general partner of ACM, with respect to the Common Stock directly owned by ACP.

     

      The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.”  Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
       
      The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein.

     

    Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
      The address of the business office of each of the Reporting Persons is 200 Clarendon Street, 52nd Floor, Boston, Massachusetts 02116.

     

    Item 2(c). CITIZENSHIP
      ACP is a limited partnership organized under the laws of the State of Delaware.  ACPGP and ACA are limited liability companies organized under the laws of the State of Delaware.  Messrs. Gross and Atchinson are citizens of the United States.

     

     

     

    CUSIP No. 92536C10313GPage 8 of 11 Pages

     

    Item 2(d). TITLE OF CLASS OF SECURITIES
      Common Stock, par value $0.01 per share (the “Common Stock”).

     

    Item 2(e). CUSIP NUMBER
      92536C103

     

    Item 3. IF THIS STATEMENT IS FILED PURSUANT TO Rules 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
      (a) ¨ Broker or dealer registered under Section 15 of the Act;
      (b) ¨ Bank as defined in Section 3(a)(6) of the Act;
      (c) ¨ Insurance company as defined in Section 3(a)(19) of the Act;
      (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940;
      (e) ¨ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
      (f) ¨

    An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

     

      (g) ¨ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
      (h) ¨

    A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

     

      (i) ¨

    A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

     

      (j) ¨ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
      (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

     

     

    If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please

    specify the type of institution: Not applicable.

     

    Item 4. OWNERSHIP
      The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.
       
      The percentage set forth in this Schedule 13G is calculated based upon 144,491,030 shares of Common Stock reported to be outstanding in the Company’s Prospectus filed pursuant to Rule 424(b)(5) with the Securities and Exchange Commission on December 15, 2023, and in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2023, after giving effect to the completion of the offering and the full exercise of the underwriters' over-allotment option, all as described therein.

     

     

     

    CUSIP No. 92536C10313GPage 9 of 11 Pages

     

    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 OR CONTROL PERSON
      Not applicable.

     

    Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
      Not applicable.

     

    Item 9. NOTICE OF DISSOLUTION OF GROUP
      Not applicable.

     

    Item 10. CERTIFICATION  
      Each of the Reporting Persons hereby makes the following certification:
       
      By signing below each Reporting Person certifies that, to the best of his or its 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.

     

     

    CUSIP No. 92536C10313GPage 10 of 11 Pages

    SIGNATURES

    After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

    DATE: December 26, 2023

     

      ADAGE CAPITAL PARTNERS, L.P.
      By:  Adage Capital Partners GP, L.L.C.,
      its general partner
       
      By:  Adage Capital Advisors, L.L.C.,
      its managing member
       
      /s/ Robert Atchinson
      Name:  Robert Atchinson
      Title: Managing Member
       
      ADAGE CAPITAL PARTNERS GP, L.L.C.
      By:  Adage Capital Advisors, L.L.C.,
      its managing member
       
      /s/ Robert Atchinson
      Name:  Robert Atchinson
      Title: Managing Member
       
      ADAGE CAPITAL MANAGEMENT, L.P.
      By: Adage Capital Partners LLC,
      its general partner
       
      /s/ Robert Atchinson
      Name:  Robert Atchinson
      Title: Managing Member
       
      /s/ Robert Atchinson
      ROBERT ATCHINSON, individually
       
      /s/ Phillip Gross
      PHILLIP GROSS, individually

     

     

     

    CUSIP No. 92536C10313GPage 11 of 11 Pages

     

     

    EXHIBIT 1

    JOINT FILING AGREEMENT
    PURSUANT TO RULE 13d-1(k)

    The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

     

    DATE: December 26, 2023

     

      ADAGE CAPITAL PARTNERS, L.P.
      By:  Adage Capital Partners GP, L.L.C.,
      its general partner
       
      By:  Adage Capital Advisors, L.L.C.,
      its managing member
       
      /s/ Robert Atchinson
      Name:  Robert Atchinson
      Title: Managing Member
       
      ADAGE CAPITAL PARTNERS GP, L.L.C.
      By:  Adage Capital Advisors, L.L.C.,
      its managing member
       
      /s/ Robert Atchinson
      Name:  Robert Atchinson
      Title: Managing Member
       
      ADAGE CAPITAL MANAGEMENT, L.P.
      By: Adage Capital Partners LLC,
      its general partner
       
      /s/ Robert Atchinson
      Name:  Robert Atchinson
      Title: Managing Member
       
      /s/ Robert Atchinson
      ROBERT ATCHINSON, individually
       
      /s/ Phillip Gross
      PHILLIP GROSS, individually

     

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    • Veru Announces Appointment of Dr. Erik Swenson and Dr. Robert Schooley to its Infectious Disease Scientific Advisory Board

      MIAMI, FL, June 01, 2023 (GLOBE NEWSWIRE) -- Veru Inc. (NASDAQ:VERU), a late clinical stage biopharmaceutical company focused on developing novel medicines for the treatment of breast cancer and for SARS-CoV-2 and other viral ARDS-related diseases, today announced the appointment of Erik Swenson, M.D., a world-renowned pulmonologist specializing in critical care, and Robert Schooley, M.D., an accomplished infectious disease physician and researcher, to its Infectious Disease Scientific Advisory Board (SAB) to join David D. Ho, M.D., a trailblazer of infectious disease viral research and therapeutic development, who is Chairman of the SAB. "We are pleased to share that Dr. Erik Swenson and

      6/1/23 8:30:00 AM ET
      $VERU
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Veru Announces Appointment of Dr. David D. Ho as Chairman of its Infectious Disease Scientific Advisory Board

      MIAMI. FL, Jan. 10, 2023 (GLOBE NEWSWIRE) -- Veru Inc. (NASDAQ:VERU), a biopharmaceutical company focused on developing novel medicines for COVID-19 and other viral ARDS-related diseases and for oncology, today announced the appointment of David D. Ho, M.D., a trailblazer of infectious disease viral research and therapeutic development, as Chairman of its Scientific Advisory Board (SAB). "Today's appointment of Dr. Ho as Chairman of Veru's SAB illustrates our commitment to building a team of scientific experts to support our goal of developing and delivering life-saving therapies to patients with COVID-19 and other viral ARDS-related diseases," said Mitchell Steiner, M.D., Chairman, Presi

      1/10/23 8:30:00 AM ET
      $VERU
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Veru Announces Appointment of Jason Davies to Lead EMEA, LATAM and APAC Infectious Disease Franchise for Veru International Focused on Hospitalized COVID-19 Patients

      MIAMI, Aug. 19, 2022 (GLOBE NEWSWIRE) -- Veru Inc. (NASDAQ:VERU), a biopharmaceutical company focused on developing novel medicines for COVID-19 and other viral and ARDS-related diseases and for the management of breast and prostate cancers, today announced the appointment of Jason Davies as Executive Vice President – General Manager of Europe, the Middle East and Africa (EMEA), Latin America (LATAM), and Asia Pacific (APAC) for Veru's Infectious Disease Franchise for Veru International. Most recently Mr. Davies had been the EMEA Head of Launch Excellence – Pharmaceutical Portfolio at Janssen (Johnson & Johnson) where he was responsible for creating and leading a new organization to enhan

      8/19/22 8:30:00 AM ET
      $VERU
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $VERU
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    • SEC Form 4 filed by Director Hyun Grace

      4 - VERU INC. (0000863894) (Issuer)

      5/8/25 3:57:21 PM ET
      $VERU
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • SEC Form 4 filed by Director Katzovitz Loren Mark

      4 - VERU INC. (0000863894) (Issuer)

      5/8/25 3:49:39 PM ET
      $VERU
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • SEC Form 4 filed by Chief Admin Officer and CFO Greco Michele

      4 - VERU INC. (0000863894) (Issuer)

      5/8/25 3:39:39 PM ET
      $VERU
      Biotechnology: Pharmaceutical Preparations
      Health Care