Check the appropriate box to designate the
rule pursuant to which this Schedule is filed:
*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 the disclosures provided in a prior cover page.
The information required in 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. 29668H104
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SCHEDULE 13G
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Page 2 of 7 Pages
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1
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
OrbiMed Capital GP VI LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
1,471,853
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
1,471,853
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,471,853
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.1%*
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12
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TYPE OF REPORTING PERSON (See Instructions)
OO
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*This percentage is calculated based upon 20,762,380 shares
outstanding as of November 4, 2019, as set forth in the Issuer’s Form F-3 Registration Statement filed with the Securities
and Exchange Commission on November 5, 2019.
CUSIP No. 29668H104
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SCHEDULE 13G
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Page 3 of 7 Pages
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1
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
OrbiMed Advisors LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
1,471,853
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
1,471,853
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,471,853
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.1%*
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12
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TYPE OF REPORTING PERSON (See Instructions)
IA
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* This percentage is calculated based upon
20,762,380 shares outstanding as of November 4, 2019, as set forth in the Issuer’s Form F-3 Registration Statement filed
with the Securities and Exchange Commission on November 5, 2019.
CUSIP No. 29668H104
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SCHEDULE 13G
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Page 4 of 7 Pages
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Item 1.
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(a) Name of Issuer:
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Essa Pharma Inc.
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(b) Address of Issuer’s Principal Executive Offices:
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Suite 720,
999 West Broadway, Vancouver, British Columbia, Canada, V5Z 1K5
Item 2.
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(a) Name of Person Filing:
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This Schedule 13G is being filed
by OrbiMed Advisors LLC (“Advisors”), a limited liability company organized under the laws of Delaware, and
OrbiMed Capital GP VI LLC (“GP VI”), a limited liability company organized under the laws of Delaware (collectively,
the “Reporting Persons”).
See Exhibit A for the Reporting Persons’
agreement for a joint filing of a single statement on their behalf.
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(b) Address of Principal Business Office:
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601 Lexington Avenue, 54th Floor
New York, NY 10022
Please refer
to Item 4 on each cover sheet for each filing person.
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(d) Title of Class of Securities:
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Common Stock
29668H104
CUSIP No. 29668H104
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SCHEDULE 13G
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Page 5 of 7 Pages
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Item
4. Ownership:
GP VI is the sole general partner
of OrbiMed Private Investments VI, LP (“OPI VI”), which holds 1,471,853 shares of Common Stock of the Issuer
(“Shares”). Advisors is an investment advisor in accordance with Rule 13d-1(b)(1)(ii)(E) under the Securities
Exchange Act of 1934, as amended, and is the Managing Member of GP VI. As a result, Advisors and GP VI share the power to direct
the vote and the disposition of the Shares held of record by OPI VI. Advisors exercises this investment and voting power through
a management committee comprised of Carl L. Gordon, Sven H. Borho and Jonathan T. Silverstein.
(a) Amount beneficially owned: See
the response(s) to Item 9 on the attached cover page(s).
(b) Percent of class: See the response(s)
to Item 11 on the attached cover page(s).
(c) Number of shares as to which
such person has:
(i) Sole power
to vote or to direct the vote: See the response(s) to Item 5 on the attached cover page(s).
(ii) Shared
power to vote or to direct the vote: See the response(s) to Item 6 on the attached cover page(s).
(iii) Sole
power to dispose or to direct the disposition of: See the response(s) to Item 7 on the attached cover page(s).
(iv) Shared
power to dispose or to direct the disposition of: See the response(s) to Item 8 on the attached cover page(s).
Item
5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item
6. Ownership of More Than Five Percent on Behalf of Another Person.
See Item 4.
Item
7. Identification and Classification of the 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. Certification.
By
signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and held
in the ordinary course of business and 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.
CUSIP No. 29668H104
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SCHEDULE 13G
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Page 6 of 7 Pages
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SIGNATURES
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:
November 12, 2019
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OrbiMed Capital GP VI LLC
By: OrbiMed Advisors LLC, its Managing Member
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By:
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/s/ Carl L. Gordon
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Name:
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Carl L. Gordon
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Title:
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Member of OrbiMed Advisors LLC
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OrbiMed Advisors LLC
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By:
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/s/ Carl L .Gordon
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Name:
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Carl L. Gordon
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Title:
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Member of OrbiMed Advisors LLC
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