SCHEDULE 13G/A: Redmile Group and Affiliates Disclose Significant 9.9% Stake in Atara Biotherapeutics, Inc.

Sentiment:

Beneficial Ownership Disclosure


Investment firm Redmile Group, along with its principal Jeremy C. Green and affiliated funds, has disclosed a combined beneficial ownership of 9.9% in Atara Biotherapeutics, Inc., including shares held directly and those issuable from pre-funded warrants.

Summary

  • Redmile Group, LLC, its principal Jeremy C. Green, and affiliated funds RedCo I, L.P. and Redmile Biopharma Investments II, L.P. have filed an amended Schedule 13G disclosing their beneficial ownership in Atara Biotherapeutics, Inc.
  • Redmile Group, LLC and Jeremy C. Green each beneficially own 601,243 shares of Atara Biotherapeutics common stock, representing 9.9% of the outstanding class.
  • This ownership includes 441,701 shares directly held by Redmile Funds and 159,542 shares issuable upon exercise of pre-funded warrants, subject to a 9.99% beneficial ownership limitation.
  • RedCo I, L.P. beneficially owns 347,442 shares, or 5.8% of the class, comprising 191,226 direct shares and 156,216 shares from warrants.
  • Redmile Biopharma Investments II, L.P. (RBI II) beneficially owns 302,173 shares, or 5.0% of the class, consisting of 142,631 direct shares and 159,542 shares from warrants.
  • RBI II's beneficial ownership exceeded 5% due to an increase in Atara's outstanding common stock as of March 7, 2025, leading to its initial report in this amendment.
  • The total outstanding shares of Atara Biotherapeutics, Inc. common stock were 5,858,909 as of March 3, 2025.
  • The reporting persons disclaim beneficial ownership except to the extent of their pecuniary interest and state the shares were not acquired for the purpose of changing or influencing control of the issuer.

Sentiment

Score: 5

Explanation: The document is a factual disclosure of beneficial ownership, which is neutral in sentiment. While a significant investment can be seen positively, the filing itself does not convey explicit positive or negative sentiment regarding the company's performance or prospects.

Positives

  • The significant investment by Redmile Group, a specialized biopharma investment firm, may be interpreted as a vote of confidence in Atara Biotherapeutics, Inc.'s prospects.
  • The inclusion of pre-funded warrants in the beneficial ownership indicates a long-term investment horizon and potential for future equity conversion.

Negatives

  • The "Beneficial Ownership Limitation" of 9.99% restricts the immediate full exercise of warrants, meaning the reporting persons cannot convert all their warrant-held shares into common stock if it would push their ownership above this threshold.

Risks

  • Beneficial Ownership Limitation: The terms of the pre-funded warrants include a "Beneficial Ownership Limitation" of 9.99%, which prevents the holder from exercising warrants if it would result in beneficial ownership exceeding this threshold. This limits the immediate conversion of all warrant-held shares into common stock.
  • Warrant Exercise Value: The ultimate value derived from the pre-funded warrants is dependent on the future market price of Atara Biotherapeutics, Inc. common stock.

Future Outlook

The document does not provide any forward-looking statements or guidance from Atara Biotherapeutics, Inc. or the reporting persons regarding the company's future performance or strategic direction.

Industry Context

This Schedule 13G filing indicates a significant passive investment by Redmile Group, a specialized healthcare and biopharma investment firm, in Atara Biotherapeutics, Inc. Such filings are standard disclosures when an entity's beneficial ownership in a public company crosses certain thresholds (e.g., 5%). For biopharma companies, attracting investment from specialized funds like Redmile can signal confidence in their pipeline or market potential, aligning with broader industry trends of institutional investment in promising biotech ventures.

Comparison to Industry Standards

  • NA. This document is a beneficial ownership disclosure and does not contain financial results or operational data that can be compared to industry benchmarks or specific comparable companies/projects.

Related Party Transactions

  • Redmile Group, LLC serves as the investment manager for the Redmile Funds, including RedCo I, L.P. and Redmile Biopharma Investments II, L.P., which directly hold shares and warrants in Atara Biotherapeutics, Inc.
  • Jeremy C. Green is the principal of Redmile Group, LLC and is also the managing member of the general partners for RedCo I, L.P. and Redmile Biopharma Investments II, L.P., establishing a direct control relationship over the funds' investments.
  • The beneficial ownership reported by Redmile Group, LLC and Jeremy C. Green consolidates the holdings of the underlying Redmile Funds, reflecting their collective pecuniary interest and shared voting/dispositive power.

Stakeholder Impact

  • Shareholders: The disclosure provides transparency regarding a significant institutional investor's stake, which could influence market sentiment and potentially the stock price. The structure of warrant holdings and the beneficial ownership limitation are relevant for understanding potential future share dilution.
  • Company Management: The presence of a large, specialized investor like Redmile Group may prompt management to consider their interests, although the filing explicitly states the investment is not for control purposes.

Next Steps

  • The document does not explicitly mention any future actions, events, or milestones for Atara Biotherapeutics, Inc. or the reporting persons beyond the ongoing beneficial ownership of shares and warrants.

Key Dates

DateDescription
2025-03-03Date of outstanding common stock count (5,858,909 shares) as reported by Atara Biotherapeutics in its Form 10-K.
2025-03-07Date Atara Biotherapeutics filed its Form 10-K for the fiscal year ended December 31, 2024, which disclosed the increase in outstanding common stock.
2025-03-31Date of event which requires the filing of this Schedule 13G amendment.
2025-05-15Date of signing of the Schedule 13G amendment.

Keywords

Atara Biotherapeutics, Redmile Group, Schedule 13G, Beneficial Ownership, Common Stock, Warrants, Investment Fund, Biopharma, SEC Filing, Institutional Investor

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