SCHEDULE 13G: Investment Funds Disclose Significant Stake in AEON Biopharma, Followed by Full Divestment

Several investment entities and Michael Bigger disclosed a significant beneficial ownership in AEON Biopharma, Inc. as of January 6, 2025, but subsequently sold all their holdings.

Summary

• Bigger Capital Fund L P, Bigger Capital Fund GP, LLC, District 2 Capital Fund LP, District 2 Capital LP, District 2 GP LLC, District 2 Holdings LLC, and Michael Bigger filed a Schedule 13G with the SEC regarding their beneficial ownership in AEON Biopharma, Inc.
• As of January 6, 2025, Bigger Capital and its general partner, Bigger GP, beneficially owned 2,450,000 shares of Common Stock, representing approximately 3.1% of the outstanding shares.
• District 2 Capital Fund LP and its related entities (District 2, District 2 GP, District 2 Holdings) also beneficially owned 2,450,000 shares of Common Stock, representing approximately 3.1% of the outstanding shares.
• Michael Bigger, as managing member of the general partners for both Bigger Capital and District 2 CF, was deemed to beneficially own a combined 4,900,000 shares, representing approximately 6.1% of the outstanding shares.
• The beneficial ownership also included 2,450,000 shares issuable upon exercise of Series A Warrants and 2,450,000 shares issuable upon exercise of Series B Warrants for each of Bigger Capital and District 2 CF, with each subject to a 4.99% blocker limitation.
• The reported percentages are based on 79,970,673 shares of Common Stock outstanding as of January 7, 2025, as reported in the Issuer's Form 8-K.
• Crucially, subsequent to January 6, 2025, the Reporting Persons sold all of their Common Stock and shares issuable upon exercise of the Series A and Series B Warrants.

Sentiment

Score: 4

Explanation: The complete divestment by significant beneficial owners immediately following the reporting date could be perceived negatively by the market, suggesting a lack of long-term conviction from these investors. However, the filing itself is a standard disclosure and does not contain negative information about the company's operations or financials.

Negatives

• The reporting persons, who collectively held a significant stake, completely divested all their Common Stock and warrant-exercisable shares subsequent to the reporting date of January 6, 2025.

Future Outlook

The document does not contain any forward-looking statements or guidance from AEON Biopharma, Inc. It primarily reports on the beneficial ownership and subsequent divestment by certain investment entities.

Management Comments

• The Reporting Persons certified that the securities 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, other than activities solely in connection with a nomination under Rule 240.14a-11.

Industry Context

This Schedule 13G filing is a routine disclosure of beneficial ownership by institutional investors. The subsequent complete divestment by these investors, while not providing direct industry context, could be interpreted by the market as a signal regarding the investors' outlook on AEON Biopharma within its industry, though the reasons for the sale are not disclosed.

Stakeholder Impact

• Shareholders: The complete divestment by a significant beneficial owner could lead to negative market sentiment and potential share price decline, as it may signal a lack of confidence from these investors.

Key Dates

Recommendation

Keywords

AEON Biopharma, Schedule 13G, beneficial ownership, common stock, investment funds, Michael Bigger, Bigger Capital, District 2 Capital, shareholding, divestment, warrants