CUSIP
No. 492515101
|
13G
|
Page
2 of 8 Pages
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|||||
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
TANG
CAPITAL PARTNERS, LP
|
||||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(A)
o
(B)
x
|
|||||
3
|
SEC
USE ONLY
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||||||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
DELAWARE
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||||||
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
0
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|||||
6
|
SHARED
VOTING POWER
2,261,996
|
||||||
7
|
SOLE
DISPOSITIVE POWER
0
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||||||
|
8
|
SHARED
DISPOSITIVE POWER
2,261,996
|
|||||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,261,996
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||||||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
o
|
||||||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.0%
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||||||
12
|
TYPE
OF REPORTING PERSON
PN
|
CUSIP
No. 492515101
|
13G
|
Page
3 of 8 Pages
|
|||||
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
TANG
CAPITAL MANAGEMENT, LLC
|
||||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(A)
o
(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
2,261,996
|
||||||
7
|
SOLE
DISPOSITIVE POWER
0
|
||||||
|
8
|
SHARED
DISPOSITIVE POWER
2,261,996
|
|||||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,261,996
|
||||||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
o
|
||||||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.0%
|
||||||
12
|
TYPE
OF REPORTING PERSON
OO
|
CUSIP
No. 492515101
|
13G
|
Page
4 of 8 Pages
|
|||||
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
KEVIN
C. TANG
|
||||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(A)
o
(B)
x
|
|||||
3
|
SEC
USE ONLY
|
||||||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
UNITED
STATES
|
||||||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
0
|
|||||
6
|
SHARED
VOTING POWER
2,261,996
|
||||||
7
|
SOLE
DISPOSITIVE POWER
0
|
||||||
|
8
|
SHARED
DISPOSITIVE POWER
2,261,996
|
|||||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,261,996
|
||||||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
o
|
||||||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.0%
|
||||||
12
|
TYPE
OF REPORTING PERSON
IN
|
Item 1(a). | Name of Issuer: | |
Keryx Biopharmaceuticals, Inc., a Delaware corporation (the “Issuer”) | ||
Item 1(b). | Address of Issuer’s Principal Executive Offices: | |
750 Lexington Avenue, New York, NY 10022 | ||
Item 2(a). | Name of Person Filing: | |
This Statement on Schedule 13G (this “Statement”) is filed by Tang Capital Partners, LP (“Tang Capital Partners”); Tang Capital Management, LLC, the general partner of Tang Capital Partners (“Tang Capital Management”); and Kevin C. Tang, the manager of Tang Capital Management. | ||
Item 2(b). | Address of Principal Business Office or, if none, Residence: | |
4401 Eastgate Mall, San Diego, CA 92121 | ||
Item 2(c). | Citizenship: | |
Tang Capital Partners is a Delaware limited partnership. Tang Capital Management is a Delaware limited liability company. Mr. Tang is a United States citizen. | ||
Item 2(d). | Title of Class of Securities: | |
Common Stock, par value $0.001 per share (the “Common Stock”) | ||
Item 2(e). | CUSIP Number: 492515101 | |
Item 3. | Not applicable. | |
Item 4. | Ownership. | |
|
(a)
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Amount Beneficially Owned: |
Tang
Capital Partners. Tang Capital Partners is the record
and beneficial owner of 2,261,996 shares of Common Stock. Tang Capital
Partners shares voting and dispositive power over such shares with Tang
Capital Management and Kevin C. Tang.
|
||
Tang Capital Management. Tang Capital Management, as the general partner of Tang Capital Partners, may be deemed to beneficially own the 2,261,996 shares held of record by Tang Capital Partners. Tang Capital Management shares voting and dispositive power over such shares with Tang Capital Partners and Kevin C. Tang. | ||
Kevin C. Tang. Kevin C. Tang, as manager of Tang Capital Management, may be deemed to beneficially own the 2,261,996 shares held of record by Tang Capital Partners. Mr. Tang shares voting and dispositive power over such shares with Tang Capital Partners and Tang Capital Management. | ||
Mr. Tang disclaims beneficial ownership of all shares reported herein except to the extent of his pecuniary interest therein. |
(b)
|
Percent of Class: | |||
Tang Capital Partners |
5.0%
|
|||
Tang Capital Management | 5.0% | |||
Kevin C. Tang |
5.0%
|
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||
(c)
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Number of shares as to which such person has: | |||
(i) | sole power to vote or to direct the vote: | |||
Tang
Capital Partners
|
0
shares
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|||
Tang
Capital Management
|
0
shares
|
|||
Kevin
C. Tang
|
0
shares
|
|||
(ii) | shared power to vote or to direct the vote: | |||
Tang
Capital Partners
|
2,261,996
shares
|
|||
Tang
Capital Management
|
2,261,996 shares | |||
Kevin
C. Tang
|
2,261,996 shares | |||
(iii) | sole power to dispose or to direct the disposition of: | |||
Tang
Capital Partners
|
0
shares
|
|||
Tang
Capital Management
|
0
shares
|
|||
Kevin
C. Tang
|
0
shares
|
|||
(iv) | shared power to dispose or to direct the disposition of: | |||
Tang
Capital Partners
|
2,261,996
shares
|
|||
Tang
Capital Management
|
2,261,996
shares
|
|||
Kevin
C. Tang
|
2,261,996
shares
|
|||
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 of more than five percent of
the class of securities, check the following: o
|
||||
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. |
Date:
|
August 25, 2008
|
TANG
CAPITAL PARTNERS, LP
|
By: Tang
Capital Management, LLC, its General Partner
|
|
By:
|
/s/ Kevin C. Tang
|
Kevin
C. Tang, Manager
|
|
TANG
CAPITAL MANAGEMENT, LLC
|
|
By:
|
/s/ Kevin C. Tang
|
Kevin
C. Tang, Manager
|
|
/s/ Kevin C. Tang
|
|
Kevin
C. Tang
|