SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Amendment No. 1
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
BIOMX INC. (fka Chardan Healthcare
Acquisition Corp.)
(Name of Issuer)
COMMON STOCK, $0.0001 PAR VALUE
(Title of Class
of Securities)
09090D103
(CUSIP Number)
December 31, 2019
(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)
[X] Rule 13d-1(c)
[_] Rule
13d-1(d)
| CUSIP No. 09090D103 | 13G | Page 2 of 6 Pages |
| 1 |
NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS MMCAP International Inc. SPC | |
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) [X] (b) [_] | |
| 3 | SEC USE ONLY | |
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 0 |
| 6 |
SHARED VOTING POWER 1,144,059* | |
| 7 |
SOLE DISPOSITIVE POWER 0 | |
| 8 |
SHARED DISPOSITIVE POWER 1,144,059* | |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON 1,144,059* | |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [_] | |
| 11 |
PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9 5.12%** | |
| 12 |
TYPE OF REPORTING PERSON*
CO | |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
| CUSIP No. 09090D103 | 13G | Page 3 of 6 Pages |
| 1 |
NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS MM Asset Management Inc. | |
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) [X] (b) [_] | |
| 3 | SEC USE ONLY | |
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 0 |
| 6 |
SHARED VOTING POWER 1,144,059* | |
| 7 |
SOLE DISPOSITIVE POWER 0 | |
| 8 |
SHARED DISPOSITIVE POWER 1,144,059* | |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON 1,144,059* | |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [_] | |
| 11 |
PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9 5.12%** | |
| 12 |
TYPE OF REPORTING PERSON*
CO | |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
| CUSIP No. 09090D103 | 13G | Page 4 of 6 Pages |
Item 1 (a). Name of Issuer:
BiomX Inc. (fka Chardan Healthcare Acquisition Corp.)
Item 1 (b). Address of Issuer’s Principal Executive Offices:
7 Pinhas Sapir Street, Floor 2
New Ziona, Israel
7414002
Item 2 (a). Name of Person Filing:
i) MMCAP International Inc. SPC
ii) MM Asset Management Inc.
Item 2 (b). Address of Principal Business Office or, if None, Residence:
| i) |
c/o Mourant Governance Services (Cayman) Limited |
| ii) |
161 Bay Street |
Item 2 (c). Citizenship:
i) Cayman Islands
ii) Ontario, Canada
Item 2 (d). Title of Class of Securities:
Common Stock, par value $0.0001
Item 2 (e). CUSIP Number:
09090D103
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
| (a) | [_] | Broker or dealer registered under Section 15 of the Act; |
| (b) | [_] | Bank as defined in Section 3(a)(6) of the Act; |
| (c) | [_] | Insurance Company as defined in Section 3(a)(19) of the Act; |
| (d) | [_] | Investment Company registered under Section 8 of the Investment Company Act; |
| (e) | [_] | Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
| (f) | [_] | Employee benefit plan or endowment plan in accordance with Rule 13d- 1(b)(1)(ii)(F); |
| (g) | [_] | Parent holding company or control person, in accordance with Rule 13d- 1(b)(1)(ii)(G); |
| (h) | [_] | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; |
| CUSIP No. 09090D103 | 13G | Page 5 of 6 Pages |
| (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: |
| (j) | [_] | Group, in accordance with Rule 13d-1(b)(1)(ii)(j). |
| [X] | If this statement is filed pursuant to Rule 13d-1(c), check this box. |
Item 4. Ownership.
Provide the following information regarding the aggregate number and percentage of the class of securities identified in Item 1.
(a) Amount beneficially owned: 1,144,059*
(b) Percent of class: 5.12%**
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 1,144,059*
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 1,144,059*
*The reporting person holds 856,930 common shares and
574,258 warrants exercisable for an additional 287,129 common shares.
**The percentages used herein are calculated based on 22,041,620
outstanding shares of the Issuer as of December 3, 2019, plus 287,129 shares
underlying warrants which are beneficially owned by the reporting persons and
included pursuant to Rule 13d-3(d)(1)(i) of the Securities Exchange Act of 1934,
as amended
Instruction. For computations regarding securities which represent a right to acquire an underlying security, see Rule 13d-3(d)(1).
Item 5. Ownership of Five Percent or Less of a Class.
If the 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 [ ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
N/A
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
N/A
Item 8. Identification and Classification of Members of the Group.
N/A
| CUSIP No. 09090D103 | 13G | Page 6 of 6 Pages |
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certification. 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.
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 13, 2020 (Date)
MMCAP International Inc. SPC
By: /s/ Matthew
MacIsaac
Matthew MacIsaac, Director
February 13, 2020 (Date)
MM Asset Management Inc.
By: /s/ Hillel Meltz
Hillel
Meltz, President