UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No. 1
PTC Therapeutics, Inc.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
69366J200
(CUSIP Number)
December 31, 2014
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
| * | 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 disclosures provided in a prior cover page. |
The information required on 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. 69366J200 |
13G—AMENDMENT NO. 1 | Page 2 of 12 Pages |
| 1 | NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Paul G. Allen | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x (1)
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
1,701,731 (2) | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
1,701,731 (2) | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,701,731 (2) | |||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.1% (3) | |||||
| 12 | TYPE OF REPORTING PERSON
IN | |||||
| (1) | This Schedule 13G is filed by Paul G. Allen, Vulcan Ventures Incorporated (“VVI”), Vulcan Capital Venture Capital Management I LLC (“VCVC Management I”),Vulcan Capital Venture Capital I LLC (“VCVC I”), Cougar Investment Holdings LLC (“Cougar”), VCVC Management III LLC (“VCVC Management III”) and VCVC III LLC (“VCVC III” and, together with Paul G. Allen, VVI, VCVC Management I, VCVC I, Cougar and VCVC Management III, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | Mr. Allen has sole voting and dispositive power over the aggregate 1,701,731 shares (the “Shares”), including (a) the 101,562 shares held of record by VVI (the “VVI Shares”), (b) the 797,102 shares held of record by VCVC I (the “VCVC I Shares”) and (c) the 803,067 shares held of record by VCVC III (the “VCVC III Shares”). Mr. Allen is not a holder of record of any of the Shares, and disclaims all beneficial ownership in the shares held by VVI, VCVC I and VCVC III, except to the extent of his pecuniary interest therein. |
| (3) | Based upon 33,602,541 shares of common stock of the Company outstanding as of November 5, 2014, as reported by the Company in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on November 6, 2014. |
| CUSIP No. 69366J200 |
13G—AMENDMENT NO. 1 | Page 3 of 12 Pages |
| 1 | NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Vulcan Ventures Incorporated (“VVI”) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Washington | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
898,664 (1) | |||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.7% (2) | |||||
| 12 | TYPE OF REPORTING PERSON
CO | |||||
| (1) | Of the 898,664 shares reported above, VVI is the record holder of the 101,562 VVI Shares and VCVC I is the record holder of the 797,102 VCVC I Shares. VVI is the managing member of VCVC Management I, which is the manager of VCVC I. Paul G. Allen is the sole owner of VVI, and has sole voting and dispositive power over the VVI Shares and the VCVC I Shares. VVI is not a record holder of the VCVCI Shares and disclaims all beneficial ownership in the VCVC I Shares, except to the extent of its pecuniary interest therein. |
| (2) | Based upon 33,602,541 shares of common stock of the Company outstanding as of November 5, 2014, as reported by the Company in its Quarterly Report on Form 10-Q filed with the SEC on November 6, 2014. |
| CUSIP No. 69366J200 |
13G—AMENDMENT NO. 1 | Page 4 of 12 Pages |
| 1 | NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Vulcan Capital Venture Capital Management I LLC (“VCVC Management I”) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
797,102 (1) | |||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.4% (2) | |||||
| 12 | TYPE OF REPORTING PERSON
OO | |||||
| (1) | VCVC Management I is the manager of VCVC I, which is the record holder of the 797,102 VCVC I Shares. VCVC Management I is not a record holder of the VCVC I Shares and disclaims all beneficial ownership in the VCVC I Shares, except to the extent of its pecuniary interest therein. Paul G. Allen is the sole owner of VVI, which is the managing member of VCVC Management I, and Mr. Allen has sole voting and dispositive power over the VCVC I Shares. |
| (2) | Based upon 33,602,541 shares of common stock of the Company outstanding as of November 5, 2014, as reported by the Company in its Quarterly Report on Form 10-Q filed with the SEC on November 6, 2014. |
| CUSIP No. 69366J200 |
13G—AMENDMENT NO. 1 | Page 5 of 12 Pages |
| 1 | NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Vulcan Capital Venture Capital I LLC (“VCVC I”) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
797,102 (1) | |||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.4% (2) | |||||
| 12 | TYPE OF REPORTING PERSON
OO | |||||
| (1) | VCVC I is the record holder of the 797,102 VCVC I Shares. VCVC I is managed by VCVC Management I, which in turn in managed by VVI. Mr. Allen, who is the sole owner of VVI, has sole voting and dispositive power over the VCVC I Shares. Mr. Allen, VVI and VCVC Management I are not the record holders of the VCVC I Shares and disclaim all beneficial ownership in the VCVC I Shares, except to the extent of their respective pecuniary interest therein. |
| (2) | Based upon 33,602,541 shares of common stock of the Company outstanding as of November 5, 2014, as reported by the Company in its Quarterly Report on Form 10-Q filed with the SEC on November 6, 2014. |
| CUSIP No. 69366J200 |
13G—AMENDMENT NO. 1 | Page 6 of 12 Pages |
| 1 | NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Cougar Investment Holdings LLC (“Cougar”) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
803,067 (1) | |||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.4% (2) | |||||
| 12 | TYPE OF REPORTING PERSON
OO | |||||
| (1) | Cougar is the managing member of VCVC Management III, which is the manager of VCVC III, which is the record holder of the 803,067 VCVC III Shares. Cougar is not a record holder of the VCVC III Shares and disclaims all beneficial ownership in the VCVC III Shares, except to the extent of its pecuniary interest therein. Paul G. Allen is the sole owner of Cougar, and has sole voting and dispositive power over the VCVC III Shares. |
| (2) | Based upon 33,602,541 shares of common stock of the Company outstanding as of November 5, 2014, as reported by the Company in its Quarterly Report on Form 10-Q filed with the SEC on November 6, 2014. |
| CUSIP No. 69366J200 |
13G—AMENDMENT NO. 1 | Page 7 of 12 Pages |
| 1 | NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VCVC Management III LLC (“VCVC Management III”) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
803,067 (1) | |||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.4% (2) | |||||
| 12 | TYPE OF REPORTING PERSON
OO | |||||
| (1) | VCVC Management III is the manager of VCVC III, which is the record holder of the 803,067 VCVC III Shares. VCVC Management III is not a record holder of the VCVC III Shares and disclaims all beneficial ownership in the VCVC III Shares, except to the extent of its pecuniary interest therein. Paul G. Allen is the sole owner of Cougar, which is the managing member of VCVC Management III, and has sole voting and dispositive power over the VCVC III Shares. |
| (2) | Based upon 33,602,541 shares of common stock of the Company outstanding as of November 5, 2014, as reported by the Company in its Quarterly Report on Form 10-Q filed with the SEC on November 6, 2014. |
| CUSIP No. 69366J200 |
13G—AMENDMENT NO. 1 | Page 8 of 12 Pages |
| 1 | NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VCVC III LLC (“VCVC III”) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
803,067 (1) | |||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.4% (2) | |||||
| 12 | TYPE OF REPORTING PERSON
OO | |||||
| (1) | VCVC III is the record holder of the 803,067 VCVC III Shares. VCVC III is managed by VCVC Management III, which in turn in managed by Cougar. Mr. Allen, who is the sole owner of Cougar, has sole voting and dispositive power over the VCVC III Shares. Mr. Allen, Cougar and VCVC Management III are not record holders of the VCVC III Shares and disclaim all beneficial ownership in the VCVC III Shares, except to the extent of their respective pecuniary interest therein. |
| (2) | Based upon 33,602,541 shares of common stock of the Company outstanding as of November 5, 2014, as reported by the Company in its Quarterly Report on Form 10-Q filed with the SEC on November 6, 2014. |
| CUSIP No. 69366J200 |
13G—AMENDMENT NO. 1 | Page 9 of 12 Pages |
| Item 1(a) | Name of Issuer: |
PTC Therapeutics, Inc.
| Item 1(b) | Address of Issuer’s Principal Executive Offices: |
100 Corporate Court, South Plainfield, NJ 07080
| Item 2(a) | Name of Person Filing: |
| (i) | Paul G. Allen; |
| (ii) | Vulcan Ventures Incorporated (“VVI”); |
| (iii) | Vulcan Capital Venture Capital Management I LLC (“VCVC Management I”); |
| (iv) | Vulcan Capital Venture Capital I LLC (“VCVC I”); |
| (v) | Cougar Investment Holdings LLC (“Cougar”); |
| (vi) | VCVC Management III LLC (“VCVC Management III”); |
| (vii) | VCVC III LLC (“VCVC III”). |
The foregoing persons hereinafter sometimes collectively are referred to as the “Reporting Persons.” Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The Reporting Persons’ agreement in writing to file this statement on behalf of each of them is attached as Exhibit 99.1 hereto.
| Item 2(b) | Address of Principal Business Office or, If None, Residence |
| (i) | 505 Fifth Avenue South, Suite 900, Seattle, WA 98104 |
| (ii) | 505 Fifth Avenue South, Suite 900, Seattle, WA 98104 |
| (iii) | 505 Fifth Avenue South, Suite 900, Seattle, WA 98104 |
| (iv) | 505 Fifth Avenue South, Suite 900, Seattle, WA 98104 |
| (v) | 505 Fifth Avenue South, Suite 900, Seattle, WA 98104 |
| (vi) | 505 Fifth Avenue South, Suite 900, Seattle, WA 98104 |
| (vii) | 505 Fifth Avenue South, Suite 900, Seattle, WA 98104 |
| Item 2(c) | Citizenship: |
| (i) | U.S. |
| (ii) | Washington |
| (iii) | Delaware |
| (iv) | Delaware |
| (v) | Delaware |
| (vi) | Delaware |
| (vii) | Delaware |
| Item 2(d) | Title of Class of Securities: |
Common Stock, $0.001 par value per share
| CUSIP No. 69366J200 |
13G—AMENDMENT NO. 1 | Page 10 of 12 Pages |
| Item 2(e) | CUSIP Number: |
69366J200
| 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) | ¨ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o) | |||
| (b) | ¨ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). | |||
| (c) | ¨ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). | |||
| (d) | ¨ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8). | |||
| (e) | ¨ An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E); | |||
| (f) | ¨ An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F); | |||
| (g) | ¨ A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G); | |||
| (h) | ¨ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |||
| (i) | ¨ 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) | ¨ A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J); | |||
| (k) | ¨ 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: | |||
Not applicable.
| Item 4. | Ownership |
| Reporting Person |
Sole Voting Power |
Shared Voting Power |
Sole Dispositive Power |
Shared Dispositive Power |
Beneficial Ownership |
Percentage of Class* |
||||||||||||||||||
| Paul G. Allen |
1,701,731 | 0 | 1,701,731 | 0 | 1,701,731 | 5.1 | % | |||||||||||||||||
| VVI |
0 | 0 | 0 | 0 | 898,664 | 2.7 | % | |||||||||||||||||
| VCVC Management I |
0 | 0 | 0 | 0 | 797,102 | 2.4 | % | |||||||||||||||||
| VCVC I |
0 | 0 | 0 | 0 | 797,102 | 2.4 | % | |||||||||||||||||
| Cougar |
0 | 0 | 0 | 0 | 803,067 | 2.4 | % | |||||||||||||||||
| VCVC Management III |
0 | 0 | 0 | 0 | 803,067 | 2.4 | % | |||||||||||||||||
| VCVC III |
0 | 0 | 0 | 0 | 803,067 | 2.4 | % | |||||||||||||||||
Paul G. Allen, who is the sole owner of VVI and Cougar, has sole voting and dispositive power over the aggregate 1,701,731 shares, including the 101,562 shares held of record by VVI, the 797,102 shares held of record by VCVC I and the 803,067 shares held of record by VCVC III. VVI is the managing member of VCVC Management I, which is the manager of VCVC I. Cougar is the managing member of VCVC Management III, which is the manager of VCVC III. Mr. Allen, VVI and VCVC Management I disclaim all beneficial ownership in the shares held by VCVC I, except to the extent of their respective pecuniary interest therein, and Mr. Allen, Cougar and VCVC Management III disclaim all beneficial ownership in the shares held by VCVC III, except to the extent of their respective pecuniary interest therein.
| * | Based upon 33,602,541 shares of common stock of the Company outstanding as of November 5, 2014, as reported by the Company in its Quarterly Report on Form 10-Q filed with the SEC on November 6, 2014. |
| CUSIP No. 69366J200 |
13G—AMENDMENT NO. 1 | Page 11 of 12 Pages |
| 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 or more than five percent of the class of securities, check the following box: ¨
| Item 6. | Ownership of More Than Five Percent on Behalf of Another Person |
Not applicable.
| Item 7. | Identification and Classification of 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.
| Item 10. | Certifications |
Not applicable.
| CUSIP No. 69366J200 |
13G—AMENDMENT NO. 1 | Page 12 of 12 Pages |
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.
| Dated: February 13, 2015 | PAUL G. ALLEN | |||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Attorney-in-fact for Paul G. Allen | |||
| Dated: February 13, 2015 | VULCAN VENTURES INCORPORATED | |||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Vice President | |||
| Dated: February 13, 2015 | VULCAN CAPITAL VENTURE CAPITAL MANAGEMENT I LLC | |||
| By Vulcan Ventures Incorporated, its Managing Member | ||||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Vice President | |||
| Dated: February 13, 2015 | VULCAN CAPITAL VENTURE CAPITAL I LLC | |||
| By Vulcan Capital Venture Capital Management I LLC, its Manager | ||||
| By Vulcan Ventures Incorporated, its Managing Member | ||||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Vice President | |||
| Dated: February 13, 2015 | COUGAR INVESTMENT HOLDINGS LLC | |||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Vice President | |||
| Dated: February 13, 2015 | VCVC MANAGEMENT III LLC | |||
| By Cougar Investment Holdings LLC, its Managing Member | ||||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Vice President | |||
| Dated: February 13, 2015 | VCVC III LLC | |||
| By VCVC Management III LLC, its Manager | ||||
| By Cougar Investment Holdings LLC, its Managing Member | ||||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Vice President | |||
EXHIBIT INDEX
| Exhibit |
Title | |
| 99.1 | Joint Filing Agreement dated February 13, 2015 among the Reporting Persons | |
| 99.2 | Power of Attorney | |
Exhibit 99.1
Joint Filing Agreement
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing, along with all other such undersigned, on behalf of the Reporting Persons (as defined in the joint filing), of a statement on Schedule 13G/A (including amendments thereto) with respect to the common stock par value $0.001 per share of PTC Therapeutics, Inc., a Delaware corporation, and that this agreement be included as an exhibit to such joint filing. This agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
| Dated: February 13, 2015 | PAUL G. ALLEN | |||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Attorney-in-fact for Paul G. Allen | |||
| Dated: February 13, 2015 | VULCAN VENTURES INCORPORATED | |||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Vice President | |||
| Dated: February 13, 2015 | VULCAN CAPITAL VENTURE CAPITAL MANAGEMENT I LLC | |||
| By Vulcan Ventures Incorporated, its Managing Member | ||||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Vice President | |||
| Dated: February 13, 2015 | VULCAN CAPITAL VENTURE CAPITAL I LLC | |||
| By Vulcan Capital Venture Capital Management I LLC, its Manager | ||||
| By Vulcan Ventures Incorporated, its Managing Member | ||||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Vice President | |||
| Dated: February 13, 2015 | COUGAR INVESTMENT HOLDINGS LLC | |||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Vice President | |||
| Dated: February 13, 2015 | VCVC MANAGEMENT III LLC | |||
| By Cougar Investment Holdings LLC, its Managing Member | ||||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Vice President | |||
| Dated: February 13, 2015 | VCVC III LLC | |||
| By VCVC Management III LLC, its Manager | ||||
| By Cougar Investment Holdings LLC, its Managing Member | ||||
| By: | /s/ WILLIAM BENACK | |||
| Name: | William Benack | |||
| Title: | Vice President | |||
Exhibit 99.2
Power of Attorney
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby constitutes, designates and appoints Paul Ghaffari, David R. Stewart and William Benack as his true and lawful attorneys-in-fact and agents, each with full power of substitution and resubstitution and full power to act alone and without the other, for the undersigned and in the undersigned’s name, place and stead, in any and all capacities, to execute, acknowledge, deliver and file any and all filings required by the Securities Exchange Act of 1934, as amended, including Sections 13 and 16 of such Act, and the rules and regulations thereunder, and requisite documents in connection with such filings, including but not limited to Forms 3, 4 and 5, Schedules 13D and 13G and Form 13H under such act and any amendments thereto.
This power of attorney shall be valid from the date hereof until revoked by the undersigned.
IN WITNESS WHEREOF, the undersigned has executed this instrument as of the 8th day of February, 2013.
| /s/ Paul G. Allen |
| Paul G. Allen |