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Fir Tree Capital Management

Filed: 14 Feb 19, 11:37am

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G/A
 
Under the Securities Exchange Act of 1934
(Amendment No.1)*
 
Organogenesis Holdings Inc.

(formerly known as Avista Healthcare Public Acquisition Corp.)

(Name of Issuer)
 

Class A Ordinary Shares, par value $0.0001 per share

(Title of Class of Securities)
 

68621F102

(CUSIP Number)
 

December 31, 2018

(Date of Event Which Requires Filing of This Statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
ýRule 13d-1(b)
¨Rule 13d-1(c)
¨Rule 13d-1(d)
 
(Page 1 of 6 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.68621F10213G/APage 2 of 6 Pages

 

1

NAME OF REPORTING PERSON

Fir Tree Capital Management LP (formerly known as Fir Tree Inc.)

2CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)¨

(b)¨

3SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

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

SOLE VOTING POWER

900,000 shares of Class A Ordinary Shares issuable upon exercise of Warrants

6

SHARED VOTING POWER

0

7

SOLE DISPOSITIVE POWER

900,000 shares of Class A Ordinary Shares issuable upon exercise of Warrants

8

SHARED DISPOSITIVE POWER

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

900,000 shares of Class A Ordinary Shares issuable upon exercise of Warrants

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

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.97%

12

TYPE OF REPORTING PERSON

IA, PN

     

 

 

 

 

CUSIP No.68621F10213G/APage 3 of 6 Pages

 

 

Item 1(a).NAME OF ISSUER
 

Organogenesis Holdings formerly known as Avista Holdings Inc. (the "Issuer")

 

Item 1(b).ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
 85 Dan Road
 Canton, MA 02021

 

Item 2(a).NAME OF PERSON FILING
 This Schedule 13G/A is being filed on behalf of Fir Tree Capital Management LP, a Delaware limited partnership ("Fir Tree"), relating to Class A ordinary shares, par value $0.0001 per share (the "Ordinary Shares"), issued by the Issuer, purchased by certain private-pooled investment vehicles for which Fir Tree serves as the investment manager (the "Funds").
 Fir Tree is the investment manager of the Funds, and has been granted investment discretion over portfolio investments, including the Ordinary Shares held by the Funds.

 

Item 2(b).ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
 The address of the principal business office of Fir Tree is:
 

Fir Tree Capital Management LP

55 West 46th Street, 29th Floor

New York, New York 10036

 

Item 2(c).CITIZENSHIP
 Fir Tree is a Delaware limited partnership

 

Item 2(d).TITLE OF CLASS OF SECURITIES
 Class A Ordinary Shares, par value $0.0001 per share

 

Item 2(e).CUSIP NUMBER
 68621F102

 

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)ýAn 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);

 

 

 

 

CUSIP No.68621F10213G/APage 4 of 6 Pages

 

 (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: ____________________________________

 

Item 4.OWNERSHIP
 The information required by Items 4(a) - (c) is set forth in Rows 5-11 of the cover page for the Reporting Person and is incorporated herein by reference.
 The percentage set forth in this Schedule 13G/A is calculated based on a total of 91,989,961 shares of Class A Common Stock issued and outstanding, as of December 10, 2018, as reported in the Issuer's Prospectus filed pursuant to Rule 424(b)(3) with the Securities and Exchange Commission on February 4, 2019, and assumes the exercise of the reported Warrants.

 

Item 5.OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
 If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following:ý

 

Item 6.OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
 See Item 2(a).

 

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.

 

 

 

CUSIP No.68621F10213G/APage 5 of 6 Pages

 

 

Item 10.CERTIFICATION 
 By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.68621F10213G/APage 6 of 6 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: February 14, 2019

 

FIR TREE capital MANAGEMENT LP
  
  
/s/ Brian Meyer 
Name:Brian Meyer 
Title:General Counsel