SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Endo International plc

(Last) (First) (Middle)
FIRST FLOOR, MINERVA HOUSE,
SIMMONSCOURT ROAD

(Street)
BALLSBRIDGE, DUBLIN 4 L2

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/19/2020
3. Issuer Name and Ticker or Trading Symbol
BIOSPECIFICS TECHNOLOGIES CORP [ BSTC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
See footnotes (1)(2)(3)(4)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.001 par value(1)(2)(3)(4) 0(1)(2)(3)(4) I(1)(2)(3)(4) See footnotes(1)(2)(3)(4)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The Reporting Persons do not beneficially own any equity securities of BioSpecifics Technologies Corp. (the "Issuer") as defined in Rule 16a-1(a)(2) of the Exchange Act. The Reporting Persons are filing this Form 3 solely due to the entry into a Support Agreement, dated as of October 19, 2020 (the "Support Agreement"), by and among the Reporting Persons and the Marital Trust U/W/O Edwin H. Wegman dated 8-10-06 (the "Stockholder"), representing an aggregate of 935,073 shares of the Issuer's common stock beneficially owned by the Stockholder, which represents approximately 12.7% of Issuer's total outstanding shares based on 7,344,955 shares of the Issuer's common stock (consisting of 7,344,955 shares of the Issuer's common stock reported outstanding as of October 19, 2020).
2. The Support Agreement was entered into in connection with the Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 19, 2020, by and among the Reporting Persons and the Issuer. For additional information regarding the Support Agreement and the Merger Agreement, see Schedule 13D filed by the Reporting Persons with the Securities and Exchange Commission on October 29, 2020.
3. Each of the Reporting Persons declare that the filing of this Form 3 shall not be construed as an admission that the Reporting Persons are the beneficial owners of any securities reported in this Form 3.
4. Generally, upon the exercise of any security convertible or exchangeable for any Issuer common stock by the Stockholder party to the Support Agreement, such shares of common stock acquired upon exercise thereof shall be subject to the Support Agreement and the Reporting Persons may be deemed to have beneficial ownership of such additional shares of common stock, if any. The Reporting Persons expressly disclaim any beneficial ownership of the securities reported herein, and the Reporting Persons do not have any pecuniary interest (as defined in Rule 16a-1(a)(2) of the Exchange Act) in any of the shares subject to the Support Agreement.
Remarks:
No securities beneficially owned.
/s/ Matthew J. Maletta, as Executive Vice President, Chief Legal Officer and Company Secretary on behalf of Endo International plc 10/29/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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