Sec Form 13G Filing - Xeraya LT Ltd filing for - 2020-02-12

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

CUSIP No. 53635D202

Schedule 13G

1

Names of Reporting Persons
Xeraya LT Ltd

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
Cayman Islands

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

6

Shared Voting Power
1,395,388

7

Sole Dispositive Power
0

8

Shared Dispositive Power
1,395,388

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,395,388

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares

Not Applicable

11

Percent of Class Represented by Amount in Row 9
7.5%

12

Type of Reporting Person
CO

CUSIP No. 53635D202

Schedule 13G

1

Names of Reporting Persons
Pulau Manukan Venturcs Labuan Ltd.

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
Labuan, Malaysia

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

6

Shared Voting Power
1,395,388

7

Sole Dispositive Power
0

8

Shared Dispositive Power
1,395,388

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,395,388

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares

Not Applicable

11

Percent of Class Represented by Amount in Row 9
7.5%

12

Type of Reporting Person
CO

CUSIP No. 53635D202

Schedule 13G

1

Names of Reporting Persons
Fares Zahir

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
Malaysia

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

6

Shared Voting Power
1,395,388

7

Sole Dispositive Power
0

8

Shared Dispositive Power
1,395,388

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,395,388

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares

Not Applicable

11

Percent of Class Represented by Amount in Row 9
7.5%

12

Type of Reporting Person
IN

CUSIP No. 53635D202

Schedule 13G

Item 1.

(a)

Name of Issuer:
Liquidia Technologies, Inc. (the “Issuer”)

(b)

Address of Issuer’s Principal Executive Offices:
419 Davis Drive, Suite 100

Morrisville, North Carolina 27560

Item 2.

(a)

Name of Person Filing:
Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.”  This statement is filed on behalf of:

Xeraya LT Ltd (“Xeraya LT”)

Pulau Manukan Ventures Labuan Ltd. (“PMVL”)

Fares Zahir

(b)

Address or Principal Business Office:
The address for each of the Reporting Persons is c/o Xeraya Capital Sdn Bhd, 26.03-26.08, Level 26, G Tower, 199 Jalan Tun Razak, 50400 Kuala Lumpur, Malaysia.

(c)

Citizenship of each Reporting Person is:
Xeraya LT is organized under the laws of the Cayman Islands, PMVL is organized under the laws of Labuan, Malaysia and Fares Zahir is a citizen of Malaysia.

(d)

Title of Class of Securities:
Common Stock, $0.001 par value (“Common Stock”).

(e)

CUSIP Number:
53635D202

Item 3.

Not applicable.

CUSIP No. 53635D202

Schedule 13G

Item 4.

Ownership.

(a-c)

The following sets forth, as of the date of this Schedule 13G, the aggregate number and percentage of Common Stock beneficially owned by the Reporting Persons, as well as the number of Common Stock as to which each Reporting Person has the sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition of, as of the date hereof, based on 18,656,920 Common Stock outstanding as of November 8, 2019.

Reporting Person

Amount
beneficially
owned

Percent
of class:

Sole 
power 
to vote 
or to 
direct 
the vote:

Shared 
power to 
vote or to 
direct the 
vote:

Sole 
power to 
dispose or
 to direct 
the 
disposition
of:

Shared
power to
dispose or
to direct
the
disposition
of:

Xeraya LT Ltd

1,395,388

7.5

%

0

1,395,388

0

1,395,388

Pulau Manukan Ventures Labuan Ltd.

1,395,388

7.5

%

0

1,395,388

0

1,395,388

Fares Zahir

1,395,388

7.5

%

0

1,395,388

0

1,395,388

Xeraya LT is the record holder of the shares reported herein. PMVL is the holding company of Xeraya LT and Mr. Zahir is a director of Xeraya LT and has investment authority with respect to the securities held by Xeraya LT. As a result, each of PMVL and Mr. Zahir may be deemed to share beneficial ownership of the Common Stock beneficially owned by Xeraya LT.

Item 5.

Ownership of Five Percent or Less of a Class.

Not applicable.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

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. 53635D202

Schedule 13G

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, other than activities solely in connection with a nomination under § 240.14a-11.

Date: February 12, 2020

Xeraya LT Ltd

By:

/s/ Fares Zahir

Name:

Fares Zahir

Title:

Authorised Signatory

Pulau Manukan Ventures Labuan Ltd.

By:

/s/ Fares Zahir

Name:

Fares Zahir

Title:

Authorised Signatory

/s/ Fares Zahir

Fares Zahir

Exhibit No.

Description

99

Joint Filing Agreement (incorporated by reference to the Schedule 13G filed by the Reporting Persons on September 11, 2018).