SCHEDULE 13D/A: RA Capital Management Boosts Stake in 89bio, Inc. to 15.1% Following Public Offering Participation

Sentiment:

Beneficial Ownership Amendment


RA Capital Management, L.P. and its affiliates have increased their beneficial ownership in 89bio, Inc. to 15.1% of outstanding common stock after purchasing shares in the company's recent public offering.

Capital raiseThe document details the purchase of 5,714,285 shares by RA Capital Healthcare Fund, L.P. at $8.75 per share from the underwriters of 89bio, Inc.'s 2025 public offering. This public offering represents a capital raise by 89bio, Inc.

Summary

  • RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (collectively, the "Reporting Persons") have filed Amendment No. 12 to their Schedule 13D.
  • The Reporting Persons now beneficially own an aggregate of 20,013,733 shares of 89bio, Inc. Common Stock.
  • This ownership represents 15.1% of 89bio, Inc.'s outstanding Common Stock, based on 132,083,480 shares outstanding as of February 3, 2025.
  • The increase in ownership is primarily due to RA Capital Healthcare Fund, L.P.'s purchase of 5,714,285 shares of Common Stock on January 30, 2025.
  • These shares were acquired at a price of $8.75 per share from the underwriters of 89bio, Inc.'s 2025 public offering, totaling an aggregate purchase price of $49,999,993.75.
  • The purchase was funded by the working capital of RA Capital Healthcare Fund, L.P.
  • The Reporting Persons' beneficial ownership also includes 335,364 shares held by RA Capital Nexus Fund, L.P., 124,050 vested stock options, and 4,331,081 pre-funded warrants (PFWs) which are currently not exercisable due to a 9.99% beneficial ownership blocker.

Sentiment

Score: 7

Explanation: The filing indicates a significant institutional investor, RA Capital Management, has increased its stake in 89bio, Inc. through participation in a public offering, which can be viewed as a vote of confidence. However, the document is purely factual regarding ownership changes and does not contain new operational or financial performance data, leading to a neutral to slightly positive sentiment.

Positives

  • A significant institutional investor, RA Capital Management, has increased its stake, which may signal confidence in 89bio, Inc.'s future prospects.
  • The participation in the public offering demonstrates continued investment and support from a major shareholder.

Risks

  • The pre-funded warrants (PFWs) held by the Reporting Persons contain a "PFW Beneficial Ownership Blocker" which prevents their exercise if it would result in the Reporting Persons beneficially owning more than 9.99% of the Issuer's outstanding Common Stock, limiting immediate full conversion of these instruments.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

  • Shareholders: The increased stake by a prominent institutional investor like RA Capital Management could be perceived positively by other shareholders, potentially boosting investor confidence.

Key Dates

DateDescription
2019-11-13Original Schedule 13D filed with the SEC.
2020-07-10Amendment to Schedule 13D filed.
2020-09-21Amendment to Schedule 13D filed.
2021-06-02Amendment to Schedule 13D filed.
2022-07-06Amendment to Schedule 13D filed.
2022-10-21Amendment to Schedule 13D filed.
2023-03-30Amendment to Schedule 13D filed.
2023-08-11Amendment to Schedule 13D filed.
2023-12-13Amendment to Schedule 13D filed.
2024-03-06Amendment to Schedule 13D filed.
2024-08-07Amendment to Schedule 13D filed.
2024-11-18Amendment to Schedule 13D filed.
2025-01-28Date of Issuer's prospectus supplement.
2025-01-29Issuer's prospectus supplement filed with the SEC.
2025-01-30RA Capital Healthcare Fund, L.P. purchased 5,714,285 shares of Common Stock in the 2025 Offering; Date of event requiring this filing.
2025-02-0145,150 stock options vested in full for the benefit of RA Capital.
2025-02-03Date of filing of this Amendment No. 12; Date for calculation of outstanding shares.

Keywords

89BIO, RA Capital Management, Schedule 13D, Beneficial Ownership, Common Stock, Public Offering, Investment, Healthcare Fund, Biotechnology, Institutional Investor

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