IPO - ARCH Venture Fund XII, L.P.

Form Type: SCHEDULE 13D

Filing Date: 2025-02-10

Corporate Action: Ipo

Type: New

Accession Number: 000107261325000107

Filing Summary: On February 10, 2025, ARCH Venture Fund XII, L.P. filed a Schedule 13D regarding its investment in Metsera, Inc. ('Issuer'). The filing delineates various entities and individuals involved, including ARCH Venture Partners XII, L.P. as the general partner and multiple investment committee members. The document discloses significant transactions relating to the Issuer's common stock and preferred shares. Notably, on February 3, 2025, AVF XII acquired 1,432,224 shares of common stock, while AVF XIII purchased 789,998 shares, both at $18.00 per share, following an IPO where shares of Series A and B Preferred Stock had converted into common stock post-reverse split. The total investments noted exceed $112 million across different share classes. The document clarifies the parties' intentions regarding the securities and outlines the ownership structure while indicating that these shares were acquired for investment purposes only. Additionally, registration rights and lock-up agreements are referenced, affecting transactions in the common stock for the stipulated period post-IPO. Parties disclaim beneficial ownership of shares other than their record holdings, affirming the structured partnership and investment roles.

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