-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GIKgZYZUOWplvUuYMYePfo0WNHHUZ54OC9WnXzgTzukNUh1A6So69H4v+NkdG8HR dZMBGPpQT5YcNJ+5x0dkEg== 0000932440-08-000499.txt : 20080807 0000932440-08-000499.hdr.sgml : 20080807 20080807170413 ACCESSION NUMBER: 0000932440-08-000499 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080805 FILED AS OF DATE: 20080807 DATE AS OF CHANGE: 20080807 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AVANIR PHARMACEUTICALS CENTRAL INDEX KEY: 0000858803 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 330314804 STATE OF INCORPORATION: CA FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 101 ENTERPRISE STREET 2: SUITE 300 CITY: ALISO VIEJO STATE: CA ZIP: 92656 BUSINESS PHONE: 949-389-6700 MAIL ADDRESS: STREET 1: 101 ENTERPRISE STREET 2: SUITE 300 CITY: ALISO VIEJO STATE: CA ZIP: 92656 FORMER COMPANY: FORMER CONFORMED NAME: LIDAK PHARMACEUTICALS DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Moorin Jay CENTRAL INDEX KEY: 0001033508 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15803 FILM NUMBER: 08999400 BUSINESS ADDRESS: STREET 1: C/O PROQUEST INVESTMENTS, L.P. STREET 2: 600 ALEXANDER PARK CITY: SUITE 204 STATE: NJ ZIP: 08540 BUSINESS PHONE: 6099193567 MAIL ADDRESS: STREET 1: C/O PROQUEST INVESTMENTS, L.P STREET 2: 90 NASSAU STREET, 5TH FLOOR CITY: PRINCETON STATE: NJ ZIP: 08542 FORMER NAME: FORMER CONFORMED NAME: MOORIN JAY DATE OF NAME CHANGE: 19970213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHREIBER ALAIN CENTRAL INDEX KEY: 0001225149 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15803 FILM NUMBER: 08999401 BUSINESS ADDRESS: BUSINESS PHONE: 6099193567 MAIL ADDRESS: STREET 1: 90 NASSAU STREET STREET 2: 5TH FLOOR CITY: PRINCETON STATE: NJ ZIP: 08542 3 1 edgar.xml PRIMARY DOCUMENT X0203 3 2008-08-05 0 0000858803 AVANIR PHARMACEUTICALS AVNR 0001033508 Moorin Jay C/O PROQUEST INVESTMENTS 90 NASSAU STREET, 5TH FLOOR PRINCETON NJ 08542-4520 0 0 1 0 0001225149 SCHREIBER ALAIN C/O PROQUEST INVESTMENTS 90 NASSAU STREET, 5TH FLOOR PRINCETON NJ 08542-4520 0 0 1 0 Class A Common Stock 7820470 I See footnote Warrants to Purchase Class A Common Stock 1.43 2008-04-04 2013-04-04 Class A Common Stock 2708849 I See footnote Of such shares: 2,606,824 are owned by ProQuest Investments III, L.P. ("Investments III"), of which ProQuest Associates III LLC ("Associates III") is the general partner, and 5,213,646 are owned by ProQuest Investments IV, L.P. ("Investments IV"), of which ProQuest Associates IV LLC ("Associates IV") is the general partner. Jay Moorin and Alain Schreiber are managing members of Associates III and Associates IV. Each of the Reporting Persons disclaims beneficial ownership of such securities except to the extent of each Reporting Person's pecuniary interest in such securities. Of such warrants: 902,950 are owned by Investments III, and 1,805,899 are owned by Investments IV. The warrants contain a limitation on exercise, which, in combination with an agreement between the Reporting Persons and Avanir Pharmaceuticals, prevent the Reporting Persons from exercising any warrants if, after giving effect to the exercise the Reporting Persons would in the aggregate beneficially own more than 9.99% of the outstanding shares of Class A Common Stock. Each of the Reporting Persons disclaims beneficial ownership of such securities except to the extent of each Reporting Person's pecuniary interest in such securities. /s/ Pasquale De Angelis as Attorney-in-Fact 2008-08-07 EX-24 2 exh24-1_1277840.htm POWER OF ATTORNEY

EXHIBIT 24.1

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned hereby constitutes and appoints, as of the date hereof, Pasquale DeAngelis, his or her true and lawful attorney-in-fact with full power of substitution, resubstitution and revocation, for the undersigned and in the undersigned's name, place and stead, in any and all capacities, including, but not limited to, the undersigned's individual capacity, to execute all agreements, certificates, forms, instruments, or other documents, and to take any action, necessary to file beneficial ownership reports on Schedules 13D and 13G and Forms 3, 4 and 5 (including any amendments thereto, and including any beneficial ownership reports which may in the future be required by the Securities and Exchange Commission to be filed provided that the purpose and form of such reports is substantially similar to Schedules 13D or 13G or Form 3, 4 or 5) under the Securities Exchange Act of 1934 with the Securities and Exchange Commission or any stock exchange or similar authority, in connection with any equity investments in Avanir Pharmaceuticals by each of the undersigned in his or her individual capacity.

 

In connection with the appointment of such attorney-in-fact, each of the undersigned hereby grants unto said attorney-in-fact full power and authority to do and perform each and every act and thing which, in the opinion of such attorney-in-fact, may be requisite, necessary, proper or of benefit to be done in and about the premises, as fully to all intents and purposes as the undersigned might or could do in person, thereby ratifying and confirming all that said attorney-in-fact (or attorney-in-fact's substitute or substitutes), may lawfully do or cause to be done by virtue hereof, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in his own discretion. Each of the undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigneds’ responsibilities to comply with Section 13 or Section 16 of the Securities Exchange Act of 1934.

 

This Power of Attorney shall remain in full force and effect until each of the undersigned is no longer required to file Forms 3, 4 and 5 or Schedules 13D or 13G with respect to the undersigned’s holdings of, and transactions in, securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.

 

 

Dated: April 14, 2008

 

 

 

 

 

 

/s/ Jay Moorin

 

 

 

Jay Moorin

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

/s/ Alain Schreiber

 

 

 

Alain Schreiber

 

 

 

 -----END PRIVACY-ENHANCED MESSAGE-----