Item 1. Security and Issuer.
This statement relates to the common stock, CHF 1/13 par value (the "Common Stock") of ObsEva SA (the "Issuer") having its principal executive office at Chemin des Aulx, 12, 1228 Plan-les-Ouates, Geneva, Switzerland.
Item 2. Identity and Background.
This statement is being filed by:
(a) New Enterprise Associates 15, L.P. ("NEA 15"); NEA Partners 15, L.P. ("NEA Partners 15"), which is the sole general partner of NEA 15; and NEA 15 GP, LLC ("NEA 15 LLC" and, together with NEA Partners 15, the "Control Entities"), which is the sole general partner of NEA Partners 15; and
(b) Peter J. Barris ("Barris"), Forest Baskett ("Baskett"), Anthony A Florence, Jr. ("Florence"), Joshua Makower ("Makower"), David M. Mott ("Mott"), Jon M. Sakoda ("Sakoda"), Scott D. Sandell ("Sandell"), Peter W. Sonsini ("Sonsini") and Ravi Viswanathan ("Viswanathan") (together, the "Managers"). The Managers are the managers of NEA 15 LLC.
The persons named in this Item 2 are referred to individually herein as a "Reporting Person" and collectively as the "Reporting Persons."
The address of the principal business office of NEA 15 and each Control Entity is New Enterprise Associates, 1954 Greenspring Drive, Suite 600, Timonium, MD 21093. The address of the principal business office of each of Barris, Florence and Mott is New Enterprise Associates, 5425 Wisconsin Avenue, Suite 800, Chevy Chase, MD 20815. The address of the principal business office of Baskett, Makower, Sakoda, Sandell, Sonsini and Viswanathan is New Enterprise Associates, 2855 Sand Hill Road, Menlo Park, California 94025.
The principal business of NEA 15 is to invest in and assist growth-oriented businesses located principally in the United States. The principal business of NEA Partners 15 is to act as the sole general partner of NEA 15. The principal business of NEA 15 LLC is to act as the sole general partner of NEA Partners 15. The principal business of each of the Managers is to manage the Control Entities, and a number of affiliated partnerships with similar businesses.
During the five years prior to the date hereof, none of the Reporting Persons has been convicted in a criminal proceeding or has been a party to a civil proceeding ending in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
NEA 15 LLC is a limited liability company organized under the laws of the State of Delaware. NEA 15 and NEA Partners 15 are limited partnerships organized under the laws of the State of Delaware. Each of the Managers is a United States citizen.
Item 3. Source and Amount of Funds or Other Consideration.
On October 9, 2017, NEA 15 entered into a Securities Purchase Agreement among the Issuer, NEA 15 and certain other purchasers (the "Purchase Agreement"), pursuant to which NEA 15 agreed to purchase 856,771 shares of Common Stock and a certain warrant to purchase, subject to certain limitations, up to an aggregate of 393,229 shares of Common Stock, exercisable immediately, from the Issuer in a private placement transaction (the "Offering"), for an aggregate purchase price to NEA 15 of $10,000,000. In addition, prior to the Offering, NEA 15 acquired 3,336,563 shares of Common Stock. NEA 15 now holds a total of 4,193,334 shares of the Issuer's Common Stock (the "NEA 15 Stock") and a warrant to purchase 393,229 shares of the Issuer's Common Stock (the "Warrant Shares" and, together with the NEA 15 Stock, the "NEA 15 Shares").
The working capital of NEA 15 was the source of the funds for the purchase of the NEA 15 Shares. No part of the purchase price of the NEA 15 Shares was represented by funds or other consideration borrowed or otherwise obtained for the purpose of acquiring, holding, trading or voting the NEA 15 Shares.