Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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SCHEDULE 13G
Amendment No. 0
ADAGENE INC
COMMON STOCK
Cusip #005329107
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[x] Rule 13d-1(c)
[ ] Rule 13d-1(d)
Cusip #005329107
Item 1: Reporting Person - FIL Limited
Item 2: (a) [ ]
(b) [ ]
Item 4: Bermuda
Item 5: 4,826,037
Item 6: 0
Item 7: 4,826,037
Item 8: 0
Item 9: 4,826,037
Item 11: 9.153%
Item 12: FI
Cusip #005329107
Item 1: Reporting Person - Pandanus Partners, L.P.
Item 2: (a) [ ]
(b) [ ]
Item 4: Delaware
Item 5: 0
Item 6: 0
Item 7: 4,826,037
Item 8: 0
Item 9: 4,826,037
Item 11: 9.153%
Item 12: PN
Cusip #005329107
Item 1: Reporting Person - Pandanus Associates, Inc.
Item 2: (a) [ ]
(b) [ ]
Item 4: Delaware
Item 5: 0
Item 6: 0
Item 7: 4,826,037
Item 8: 0
Item 9: 4,826,037
Item 11: 9.153%
Item 12: CO
Item 1(a). Name of Issuer:
ADAGENE INC
Item 1(b). Address of Issuer's Principal Executive Offices:
4F, Building C14, No. 218, Xinghu Street, Suzhou Industrial Park
Jiangsu, F4 00000
China
Item 2(a). Name of Person Filing:
FIL Limited
Item 2(b). Address or Principal Business Office or, if None, Residence:
Pembroke Hall, 42 Crow Lane, Hamilton, Bermuda, HM19
Item 2(c). Citizenship:
Not applicable
Item 2(d). Title of Class of Securities:
COMMON STOCK
Item 2(e). CUSIP Number:
005329107
Item 3. Not Applicable
Item 4. Ownership
(a) Amount Beneficially Owned: 4,826,037
(b) Percent of Class: 9.153%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 4,826,037
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the disposition of: 4,826,037
(iv) shared power to dispose or to direct the disposition of: 0
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.
One or more other persons are known to have the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale of, the
COMMON STOCK of ADAGENE INC.
The interest of Asia Ventures II L.P., in the COMMON STOCK of ADAGENE INC,
amounted to 4,826,037 shares or 9.153% of the total outstanding COMMON STOCK
at February 11, 2021.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company.
See attached Exhibit A.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certifications.
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. By
signing below I certify that, to the best of my knowledge and belief, the
foreign regulatory scheme applicable to FIL Limited and its various non-U.S.
investment management subsidiaries included on this Schedule 13G is
substantially comparable to the regulatory scheme applicable to the
functionally equivalent U.S. institutions. I also undertake to furnish to the
Commission staff, upon request, information that would otherwise be disclosed
in a Schedule 13D.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
February 19, 2021
Date
/s/ Kevin M. Meagher
Signature
Kevin M. Meagher
Duly authorized under Power of Attorney effective as of September 20, 2018, by
and on behalf of FIL Limited and its direct and indirect subsidiaries*
* This power of attorney is incorporated herein by reference to Exhibit 24 to
the Schedule 13G filed by FIL Limited on October 9, 2018, accession number:
0000318989-18-000036.
Exhibit A
Pursuant to the instructions in Item 7 of Schedule 13G, the following table
lists the identity and Item 3 classification, if applicable, of each relevant
entity that beneficially owns shares of the security class being reported on
this Schedule 13G.
Entity ITEM 3 Classification
Eight Roads Holdings Limited * FI
* Entity beneficially owns 5% or greater of the outstanding shares of the
security class being reported on this Schedule 13G.
Pandanus Partners, L.P. ("Pandanus") owns shares of FIL Limited ("FIL") voting
stock. While the percentage of total voting power represented by these shares
of FIL voting stock may fluctuate as a result of changes in the total number
of shares of FIL voting stock outstanding from time to time, it normally
represents more than 25% and less than 48.5% of the total votes which may be
cast by all holders of FIL voting stock. Pandanus Associates, Inc. ("PAI")
acts as general partner of Pandanus. Pandanus is owned by trusts for the
benefit of members of the Johnson family, including FIL's Chairman Abigail P.
Johnson, but disclaims that any such member is a beneficial owner of the
securities reported on this Schedule 13G.
This filing reflects the securities beneficially owned, or that may be deemed
to be beneficially owned, by FIL, certain of its subsidiaries and affiliates,
and other companies (collectively, the "FIL Reporters"). This filing does not
reflect securities, if any, beneficially owned by certain other companies
whose beneficial ownership of securities is disaggregated from that of the FIL
Reporters in accordance with Securities and Exchange Commission Release No.
34-39538 (January 12, 1998).
RULE 13d-1(k)(1) AGREEMENT
The undersigned persons, on February 19, 2021, agree and consent to the joint
filing on their behalf of this Schedule 13G in connection with their
beneficial ownership of the COMMON STOCK of ADAGENE INC at February 11, 2021.
FIL Limited
By /s/ Kevin M. Meagher
Kevin M. Meagher
Duly authorized under Power of Attorney effective as of September 20, 2018, by
and on behalf of FIL Limited and its direct and indirect subsidiaries*
Pandanus Partners, L.P.
By /s/ Kevin M. Meagher
Kevin M. Meagher
Duly authorized under Power of Attorney effective as of September 25, 2018, by
Pandanus Associates, Inc. on behalf of Pandanus Partners, L.P.*
Pandanus Associates, Inc.
By /s/ Kevin M. Meagher
Kevin M. Meagher
Duly authorized under Power of Attorney effective as of September 25, 2018, by
and on behalf of Pandanus Associates, Inc.*
* This power of attorney is incorporated herein by reference to Exhibit 24 to
the Schedule 13G filed by FIL Limited on October 9, 2018, accession number:
0000318989-18-000036.