Amended Statement of Beneficial Ownership (sc 13d/a)
March 10 2023 - 3:16PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION |
|
Washington, D.C. 20549 |
|
|
|
SCHEDULE 13D/A |
|
Under the Securities Exchange Act of 1934 |
(Amendment No. 2)* |
|
Acorda Therapeutics,
Inc. |
(Name of Issuer) |
|
Common Stock, $0.001
par value per share |
(Title of Class of Securities) |
|
00484M601 |
(CUSIP Number) |
|
Shulamit Leviant, Esq. |
c/o Davidson Kempner Capital Management LP |
520 Madison Avenue, 30th Floor |
New York, New York 10022 |
(212) 446 4053 |
|
With a copy to: |
|
Eleazer Klein, Esq.
Adriana Schwartz, Esq. |
Schulte Roth & Zabel LLP |
919 Third Avenue |
New York, NY 10022 |
(212) 756-2000 |
(Name, Address and Telephone Number of Person |
Authorized to Receive Notices and Communications) |
|
March 8, 2023 |
(Date of Event Which Requires Filing of This Statement) |
|
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or
Rule 13d-1(g), check the following box. ¨
(Page 1 of 10 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 disclosures provided in a prior cover page.
The information required on 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. 00484M601 | SCHEDULE 13D/A | Page 2 of 10 Pages |
1 |
NAME OF REPORTING PERSON
M.H. Davidson & Co. |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ¨
(b) x |
3 |
SEC USE ONLY |
4 |
SOURCE OF FUNDS
OO (see Item 3) |
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
¨ |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
New York |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
7 |
SOLE VOTING POWER
-0- |
8 |
SHARED VOTING POWER
51,189 |
9 |
SOLE DISPOSITIVE POWER
-0- |
10 |
SHARED DISPOSITIVE POWER
51,189 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
51,189 |
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
¨ |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.21% |
14 |
TYPE OF REPORTING PERSON
PN |
|
|
|
|
|
CUSIP No. 00484M601 | SCHEDULE 13D/A | Page 3 of 10 Pages |
1 |
NAME OF REPORTING PERSON
Davidson Kempner Partners |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ¨
(b) x |
3 |
SEC USE ONLY |
4 |
SOURCE OF FUNDS
OO (see Item 3) |
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
¨ |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
New York |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
7 |
SOLE VOTING POWER
-0- |
8 |
SHARED VOTING POWER
315,640 |
9 |
SOLE DISPOSITIVE POWER
-0- |
10 |
SHARED DISPOSITIVE POWER
315,640 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
315,640 |
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
¨ |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.30% |
14 |
TYPE OF REPORTING PERSON
PN |
|
|
|
|
|
CUSIP No. 00484M601 | SCHEDULE 13D/A | Page 4 of 10 Pages |
1 |
NAME OF REPORTING PERSON
DKIP (Cayman) Ltd II |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ¨
(b) x |
3 |
SEC USE ONLY |
4 |
SOURCE OF FUNDS
OO (see Item 3) |
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
¨ |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
7 |
SOLE VOTING POWER
-0- |
8 |
SHARED VOTING POWER
682,892 |
9 |
SOLE DISPOSITIVE POWER
-0- |
10 |
SHARED DISPOSITIVE POWER
682,892 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
682,892 |
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
¨ |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.81% |
14 |
TYPE OF REPORTING PERSON
CO |
|
|
|
|
|
CUSIP No. 00484M601 | SCHEDULE 13D/A | Page 5 of 10 Pages |
1 |
NAME OF REPORTING PERSON
Davidson Kempner International, Ltd. |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ¨
(b) x |
3 |
SEC USE ONLY |
4 |
SOURCE OF FUNDS
OO (see Item 3) |
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
¨ |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
7 |
SOLE VOTING POWER
-0- |
8 |
SHARED VOTING POWER
753,349 |
9 |
SOLE DISPOSITIVE POWER
-0- |
10 |
SHARED DISPOSITIVE POWER
753,349 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
753,349 |
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
¨ |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.10% |
14 |
TYPE OF REPORTING PERSON
CO |
|
|
|
|
|
CUSIP No. 00484M601 | SCHEDULE 13D/A | Page 6 of 10 Pages |
1 |
NAME OF REPORTING PERSON
Davidson Kempner Capital Management LP |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ¨
(b) x |
3 |
SEC USE ONLY |
4 |
SOURCE OF FUNDS
AF (see Item 3) |
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
¨ |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
7 |
SOLE VOTING POWER
-0- |
8 |
SHARED VOTING POWER
1,803,070 |
9 |
SOLE DISPOSITIVE POWER
-0- |
10 |
SHARED DISPOSITIVE POWER
1,803,070 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
1,803,070 |
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
¨ |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.41% |
14 |
TYPE OF REPORTING PERSON
PN |
|
|
|
|
|
CUSIP No. 00484M601 | SCHEDULE 13D/A | Page 7 of 10 Pages |
1 |
NAME OF REPORTING PERSON
Anthony A. Yoseloff |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ¨
(b) x |
3 |
SEC USE ONLY |
4 |
SOURCE OF FUNDS
AF (see Item 3) |
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
¨ |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
7 |
SOLE VOTING POWER
-0- |
8 |
SHARED VOTING POWER
1,803,070 |
9 |
SOLE DISPOSITIVE POWER
-0- |
10 |
SHARED DISPOSITIVE POWER
1,803,070 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
1,803,070 |
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
¨ |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.41% |
14 |
TYPE OF REPORTING PERSON
IN |
|
|
|
|
|
CUSIP No. 00484M601 | SCHEDULE 13D/A | Page 8 of 10 Pages |
Item 1. |
SECURITY AND ISSUER |
|
|
|
The following constitutes Amendment No. 2 (this “Amendment No. 2”) to the Schedule 13D filed by the undersigned on June 10, 2022 (the “Original Schedule 13D”), as amended by Amendment No. 1 to the Original Schedule 13D, filed by the undersigned on January 23, 2023 (“Amendment No. 1,” together with the Original Schedule 13D and this Amendment No. 2, the “Schedule 13D”), with respect to the shares of Common Stock of Acorda Therapeutics, Inc., a Delaware corporation (the “Issuer”). This Amendment No. 2 amends the Schedule 13D as specifically set forth herein. Capitalized terms used herein and not otherwise defined in this Amendment No. 2 have the meanings set forth in the Schedule 13D. This Amendment No. 2 amends Items 5(a)-(c), as set forth below. |
Item 5. |
INTEREST IN SECURITIES OF THE ISSUER |
|
|
Items 5(a)-(c) of the Schedule 13D are hereby amended and restated as follows: |
(a) |
See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of shares of Common Stock and percentages of the Common Stock beneficially owned by each of the Reporting Persons. The percentages used in this Schedule 13D are calculated based upon 24,337,814 shares of Common Stock outstanding as of November 10, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2022, filed with the SEC on November 14, 2022. |
|
|
(b) |
See rows (7) through (10) of the cover pages to this Schedule 13D for the number of shares of Common Stock as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition. |
|
|
(c) |
In addition to the transactions set forth in Item 3 above, information concerning transactions in the Common Stock reported herein effected since the filing of Amendment No. 1 is set forth in Schedule A, which is attached hereto and is incorporated herein by reference. All of the transactions in the Common Stock listed therein were effected in the open market through various brokerage entities. |
|
|
CUSIP No. 00484M601 | SCHEDULE 13D/A | Page 9 of 10 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: March 10, 2023 |
/s/ Anthony A. Yoseloff |
|
ANTHONY A. YOSELOFF, (i) individually; (ii) as Executive Managing Member of: (a) Davidson Kempner Capital Management LP, (x) for itself and (y) as Investment Manager of Davidson Kempner International Ltd. and DKIP (Cayman) Ltd II; and (b) Davidson Kempner Liquid GP Topco LLC, as Managing Member of (1) M.H. Davidson & Co. GP, L.L.C., as General Partner of M.H. Davidson & Co. and (2) MHD Management Co. LLC, as General Partner of Davidson Kempner Partners. |
CUSIP No. 00484M601 | SCHEDULE 13D/A | Page 10 of 10 Pages |
SCHEDULE A
Transactions
in the COMMON STOCK of the Issuer
SINCE THE FILING OF AMENDMENT NO. 1
The following table sets forth
all transactions in the Common Stock effected since the filing of Amendment No. 1 by the Reporting Persons. Except as noted below,
all such transactions were effected in the open market through brokers and the price per share is net of commissions. The Reporting Persons
undertake to provide to the staff of the SEC, upon request, full information regarding the number of shares of Common Stock purchased
at each separate price.
Trade Date |
Shares Purchased (Sold) |
Price Per Share ($)* |
01/23/2023 |
(26,648) |
1.00 |
01/25/2023 |
(2,000) |
1.00 |
01/26/2023 |
(7,720) |
1.00 |
02/02/2023 |
(10,829) |
1.00 |
02/06/2023 |
(102,280) |
1.00 |
02/07/2023 |
(12,022) |
1.00 |
02/09/2023 |
(51,302) |
0.93 |
02/21/2023 |
(1,440) |
0.93 |
02/22/2023 |
(408) |
0.93 |
03/08/2023 |
(41,126) |
1.00 |
03/09/2023 |
(23,917) |
1.01 |
* Excluding commissions, SEC fees,
etc. (rounded to nearest cent).
Acorda Therapeutics (NASDAQ:ACOR)
Historical Stock Chart
From Jun 2024 to Jul 2024
Acorda Therapeutics (NASDAQ:ACOR)
Historical Stock Chart
From Jul 2023 to Jul 2024