SCHEDULE 13G/A: Great Point Partners and Affiliates Disclose 6.37% Stake in Outlook Therapeutics
Beneficial Ownership Disclosure
Great Point Partners, LLC, along with Dr. Jeffrey R. Jay, M.D., and Ms. Lillian Nordahl, have jointly filed an amended Schedule 13G, disclosing a shared beneficial ownership of 6.37% in Outlook Therapeutics, Inc., totaling 2,220,000 shares.
Summary
- Great Point Partners, LLC, Dr. Jeffrey R. Jay, M.D., and Ms. Lillian Nordahl have filed an Amendment No. 3 to Schedule 13G regarding their beneficial ownership in Outlook Therapeutics, Inc.
- The reporting persons collectively beneficially own 2,220,000 shares of Outlook Therapeutics, Inc. Common Stock.
- This aggregate amount represents 6.37% of the outstanding Common Stock of Outlook Therapeutics, Inc.
- The ownership is based on 32,620,177 shares outstanding as reported by the Issuer in its Form S-3 filed on March 28, 2025, plus the 2,220,000 shares issuable upon exercise of warrants held by the reporting persons.
- The shares are held through warrants: Biomedical Value Fund, L.P. (BVF) holds warrants for 1,443,000 shares (4.14% of outstanding), and Biomedical Offshore Value Fund, Ltd. (BOVF) holds warrants for 777,000 shares (2.23% of outstanding).
- Dr. Jeffrey R. Jay, M.D., as Senior Managing Member of Great Point, and Ms. Lillian Nordahl, as Managing Director of Great Point, have shared voting and investment power over these shares.
- The reporting persons disclaim beneficial ownership of the BVF Shares and BOVF Shares, except to the extent of their respective pecuniary interests.
- A Beneficial Ownership Cap restricts the exercise of warrants if it would result in ownership exceeding 9.99% of outstanding shares, but all underlying shares are considered beneficially owned by the reporting persons under this cap.
Sentiment
Score: 5
Explanation: The document is a factual disclosure of beneficial ownership and does not contain information that would inherently indicate positive or negative sentiment regarding the company's performance or prospects.
Future Outlook
NA
Industry Context
This filing is a standard disclosure of significant beneficial ownership by an investment firm and its principals in a publicly traded biotechnology company. Such disclosures provide transparency regarding institutional holdings and potential influence, which is common across various industries, particularly in sectors like biotechnology where strategic investments can be pivotal.
Related Party Transactions
- Great Point Partners, LLC, Dr. Jeffrey R. Jay, M.D., and Ms. Lillian Nordahl have entered into a Joint Filing Agreement dated May 15, 2025, to file this statement jointly, indicating a coordinated approach to their beneficial ownership disclosure.
Stakeholder Impact
- Shareholders: Provides transparency regarding significant institutional ownership and potential influence on corporate governance, although the filing explicitly states the shares were not acquired for the purpose of changing or influencing control, other than activities solely in connection with a nomination under Rule 14a-11.
Key Dates
| Date | Description |
|---|---|
| 03/28/2025 | Date Outlook Therapeutics, Inc. filed its Form S-3 with the SEC, reporting 32,620,177 shares outstanding. |
| 03/31/2025 | Date of event which requires the filing of this Schedule 13G statement. |
| 05/15/2025 | Date of the Joint Filing Agreement between Great Point Partners, LLC, Dr. Jeffrey R. Jay, M.D., and Ms. Lillian Nordahl. |
Keywords
Outlook Therapeutics, Great Point Partners, Beneficial Ownership, Schedule 13G, Common Stock, Warrants, SEC Filing, Investment Adviser, Biomedical Value Fund, Biomedical Offshore Value Fund
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