CUSIP No. |
1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
Efficacy Capital Ltd. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) | ||||
(a) o | |||||
(b) x | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Bermuda | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER | |||
877,897 shares | |||||
6 | SHARED VOTING POWER | ||||
0 shares | |||||
7 | SOLE DISPOSITIVE POWER | ||||
877,897 shares | |||||
8 | SHARED DISPOSITIVE POWER | ||||
0 shares | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
877,897 shares | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
7.49% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
OO | |||||
FOOTNOTES | |||||
By virtue of its position as Manager of each of Efficacy Biotech Fund L.P., Efficacy Biotech Fund Limited and Efficacy Biotech Master Fund Ltd., Efficacy Capital Ltd. may be deemed to benefically own the 877,897 shares of issuer's common stock beneficially owned by such parties. Efficacy Capital Ltd. disclaims beneficial ownership as to the securities, except to the extent of its pecurniary interests therein. |
CUSIP No. |
1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
Efficacy Biotech Fund L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) | ||||
(a) o | |||||
(b) x | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Delaware, USA | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER | |||
0 shares | |||||
6 | SHARED VOTING POWER | ||||
877,897 shares | |||||
7 | SOLE DISPOSITIVE POWER | ||||
0 shares | |||||
8 | SHARED DISPOSITIVE POWER | ||||
877,897 shares | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
877,897 shares | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
7.49% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
PN | |||||
FOOTNOTES | |||||
CUSIP No. |
1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
Efficacy Biotech Fund Ltd. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) | ||||
(a) o | |||||
(b) x | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Bermuda | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER | |||
0 shares | |||||
6 | SHARED VOTING POWER | ||||
877,897 shares | |||||
7 | SOLE DISPOSITIVE POWER | ||||
0 shares | |||||
8 | SHARED DISPOSITIVE POWER | ||||
877,897 shares | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
877,897 shares | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
7.49% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
OO | |||||
FOOTNOTES | |||||
CUSIP No. |
1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
Mark Lappe | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) | ||||
(a) o | |||||
(b) x | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
USA | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER | |||
877,897 shares | |||||
6 | SHARED VOTING POWER | ||||
0 shares | |||||
7 | SOLE DISPOSITIVE POWER | ||||
877,897 shares | |||||
8 | SHARED DISPOSITIVE POWER | ||||
0 shares | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
877,897 shares | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
7.49% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN | |||||
FOOTNOTES | |||||
By virtue of his position as Managing Partner of Efficacy Capital Ltd., the Manager of each of Efficacy Biotech Fund L.P., Efficacy Biotech Fund Limited and Efficacy Biotech Master Fund Ltd., he may be deemed to benefically own the 877,897 shares of issuer's common stock beneficially owned by such parties. Mark Lappe disclaims beneficial ownership as to the securities, except to the extent of his pecurniary interests therein. |
CUSIP No. |
1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
Efficacy Biotech Master Fund Ltd. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) | ||||
(a) o | |||||
(b) x | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Bermuda | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER | |||
0 shares | |||||
6 | SHARED VOTING POWER | ||||
877,897 shares | |||||
7 | SOLE DISPOSITIVE POWER | ||||
0 shares | |||||
8 | SHARED DISPOSITIVE POWER | ||||
877,897 shares | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
877,897 shares | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
7.49% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
OO | |||||
FOOTNOTES | |||||
(a) | Name
of Issuer |
GenMark Diagnostics, Inc. |
(b) | Address
of Issuer’s Principal Executive Offices |
5964 La Place Court, Suite 100
Carlsbad, CA 92008 |
(a) | Name
of Person Filing |
Efficacy Capital, Ltd., a Bermuda limited liability company
Efficacy Biotech Fund, L.P., a Delaware limited partnership Efficacy Biotech Fund Limited, a Bermuda Exempted Mutual Fund Company Efficacy Biotech Master Fund Ltd., a Bermuda Exempted Mutual Fund Company Mark Lappe, a natural person |
(b) | Address
of Principal Business Office or, if none, Residence |
c/o Efficacy Capital Ltd.
11622 El Camino Real, Suite 100 San Diego, CA 92130 |
(c) | Citizenship |
Efficacy Capital, Ltd.: Bermuda
Efficacy Biotech Fund, L.P.: Delaware, USA Efficacy Biotech Fund Limited: Bermuda Efficacy Biotech Master Fund Ltd.: Bermuda Mark Lappe: USA |
(d) | Title
of Class of Securities |
Common Stock |
(e) | CUSIP
Number |
#372309104 |
Item
3. | If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c),
check whether the person filing is a: |
(a) | o | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
(b) | o | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
(c) | o |
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
|
(d) | o | Investment
company registered under section 8 of the Investment Company Act of 1940 (15
U.S.C 80a-8). |
(e) | o | An
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
(f) | o | An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F); |
(g) | o | A
parent holding company or control person in accordance with §
240.13d-1(b)(1)(ii)(G); |
(h) | o | A
savings associations as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813); |
(i) | o | A
church plan that is excluded from the definition of an investment company under
section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
(j) | o | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). |
(k) | o |
A group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify
the type of institution:
|
Item
4. | Ownership. |
(a) |
Amount beneficially owned:
877,897 |
(b) |
Percent of class: 7.49 |
(c) | Number
of shares as to which the person has: |
(i) |
Sole power to vote or to direct the vote:
0 |
(ii) |
Shared power to vote or to direct the vote:
877,897 |
(iii) |
Sole power to dispose or to direct the disposition of:
0 |
(iv) |
Shared power to dispose or to direct the disposition of:
877,897 |
Item
5. | Ownership
of Five Percent or Less of a Class |
Item
6. | Ownership
of More than Five Percent on Behalf of Another Person. |
Item
7. | Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported
on By the Parent Holding Company |
Item
8. | Identification
and Classification of Members of the Group |
Item
9. | Notice
of Dissolution of Group |
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. |
Date:
March 21, 2011 | By:
| /s/ Mark Lappe | |
Name: Mark Lappe | |||
Title: Mark Lappe | |||
Efficacy Biotech Fund L.P., a Delaware limited partnership, by Efficacy Capital Ltd., Manager | |||
Date:
March 21, 2011 | By:
| /s/ Mark Lappe | |
Name: Mark Lappe | |||
Title: Managing Partner | |||
Efficacy Biotech Fund Limited, a Bermuda Exempted Mutual Fund Company, by Efficacy Capital Ltd., Manager | |||
Date:
March 21, 2011 | By:
| /s/ Mark Lappe | |
Name: Mark Lappe | |||
Title: Managing Partner | |||
Efficacy Biotech Master Fund Ltd., a Bermuda Exempted Mutual Fund Company, by Efficacy Capital Ltd., Manager | |||
Date:
March 21, 2011 | By:
| /s/ Mark Lappe | |
Name: Mark Lappe | |||
Title: Managing Partner | |||
Efficacy Capital, Ltd | |||
Date:
March 21, 2011 | By:
| /s/ Mark Lappe | |
Name: Mark Lappe | |||
Title: Managing Partner | |||
Footnotes: |
Attention: | Intentional
misstatements or omissions of fact constitute Federal criminal violations (See
18 U.S.C. 1001) |