M&A - 89bio, Inc.

Form Type: SCHEDULE 13D/A

Filing Date: 2025-02-03

Corporate Action: Acquisition

Type: Update

Accession Number: 000141588925002762

Filing Summary: This Schedule 13D/A Amendment No. 12 is an update regarding the holdings of RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. pertaining to common stock of 89bio, Inc. The amendment reports the acquisition of 5,714,285 shares of Common Stock at a price of $8.75 per share from the underwriters of the Issuer's public offering on January 30, 2025, totaling $49,999,993.75. Following the transaction, the Reporting Persons may be deemed beneficial owners of the common stock of the Issuer. The document emphasizes that the Fund and the Nexus Fund have delegated voting and investment powers to RA Capital, which claims beneficial ownership over the securities held therein. Notably, the PFWs (pre-funded warrants) held by the Fund cannot be exercised due to the PFW Beneficial Ownership Blocker, limiting the beneficial ownership to under 9.99% of outstanding shares. The filing also includes details regarding the general partnerships and management structure of RA Capital and its affiliates, denoting that no criminal or civil proceedings have affected the Reporting Persons over the last five years.

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