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Item 1(a).
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Name of Issuer:
Response Genetics, Inc.
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
1640 Marengo St., 6th Floor, Los Angeles, California, 90033
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Item 2(a, b, c).
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Name of Persons Filing, Address of Principal Business Office, Citizenship:
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Bridger Management, LLC, a Delaware limited liability company, 90 Park Avenue, 40th Floor, New York, NY 10016
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Mr. Roberto Mignone (“Mr. Mignone”), 90 Park Avenue, 40th Floor, New York, NY 10016. Mr. Mignone is a United States citizen.
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Bridger Capital, LLC, a Delaware limited liability company, 90 Park Avenue, 40th Floor, New York, NY 10016 |
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Swiftcurrent Partners, L.P., a Delaware limited partnership, 90 Park Avenue, 40th Floor, New York, NY 10016 |
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Swiftcurrent Offshore, Ltd., a Cayman Islands limited company, c/o Morgan Stanley Fund Services (Cayman) Ltd., Cricket Square, 2nd Floor, Boundary Hall, Hutchins Drive, P.O. Box 2681, Grand Cayman KY1-1111, Cayman Islands |
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Swiftcurrent Offshore Master, Ltd., a Cayman Islands limited company, c/o Morgan Stanley Fund Services (Cayman) Ltd., Cricket Square, 2nd Floor, Boundary Hall, Hutchins Drive, P.O. Box 2681, Grand Cayman KY1-1111, Cayman Islands |
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Item 2(d).
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Title of Class of Securities: Common Stock, par value $0.01 per share (the “Common Stock”)
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Item 2(e).
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CUSIP Number: 76123U105
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Item 3.
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Not Applicable.
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Item 4.
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Ownership.
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Information with respect to the Reporting Persons’ ownership of the Common Stock as of April 7, 2015, is incorporated by reference to items (5) - (9) and (11) of the cover page of the respective Reporting Person.
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Swiftcurrent Offshore Master Ltd. and Swiftcurrent Partners L.P. are the owners of record of the Common Stock reported herein. Swiftcurrent Offshore Ltd. invests substantially all of its assets in Swiftcurrent Offshore Master, Ltd. and may be deemed to share beneficial ownership of the Common Stock owned by Swiftcurrent Offshore Master, Ltd. Bridger Management LLC is the investment adviser to Swiftcurrent Partners L.P. and Swiftcurrent Offshore Master Ltd. Bridger Capital, LLC is the General Partner of Swiftcurrent Partners L.P. Mr. Mignone is the managing member of Bridger Capital, LLC and Bridger Management, LLC. Each of Bridger Management LLC, Bridger Capital, LLC and Mr. Mignone may be deemed to share beneficial ownership of the Common Stock reported herein.
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This amendment is being made to report that on April 3, 2015, Swiftcurrent Offshore Master Ltd. and Swiftcurrent Partners L.P. received immediately exercisable warrants to purchase 744,595 and 606,757 shares of Common Stock, respectively, at $0.37 per share, in connection with the Second Amended Credit Agreement dated as of April 3, 2015 (the “Second Amended Credit Agreement”) among the Issuer, as the borrower, and the parties thereto, including Swiftcurrent Offshore Master Ltd. and Swiftcurrent Partners L.P., as the lenders. Pursuant to the Second Amended Credit Agreement, Swiftcurrent Offshore Master Ltd. and Swiftcurrent Partners L.P. have provided the Issuer with Term Loan Commitments in the amounts of $551,000 and $449,000, respectively.
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Item 5.
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Ownership of Five Percent or less of a Class:
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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 of more than five percent of the class of securities, check the following [ ].
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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See Item 4.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
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Not Applicable.
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Item 8.
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Identification and Classification of Members of the Group.
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Not Applicable.
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Item 9.
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Notice of Dissolution of Group.
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Not Applicable.
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Item 10.
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Certification.
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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.
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