SCHEDULE: Great Point Partners Discloses 9.99% Stake in ProMIS
Beneficial Ownership Report
Great Point Partners, LLC and its principals, Dr. Jeffrey R. Jay and Ms. Lillian Nordahl, reported a 9.99% beneficial ownership stake in ProMIS Neurosciences Inc.
Summary
- Great Point Partners, LLC, Dr. Jeffrey R. Jay, M.D., and Ms. Lillian Nordahl collectively reported beneficial ownership of 3,334,520 common shares of ProMIS Neurosciences Inc.
- This ownership represents 9.99% of the company's common shares outstanding.
- The calculation of the percentage is based on a total of 33,378,582 shares outstanding, which includes 32,689,190 common shares reported by ProMIS Neurosciences Inc. in its Form 10-Q filed on May 12, 2025, plus 689,392 shares issuable upon exercise of warrants held by the reporting persons.
- The reporting persons hold shared voting and shared dispositive power over all 3,334,520 beneficially owned shares.
- The beneficial ownership is held through Biomedical Value Fund, L.P. (BVF) and Biomedical Offshore Value Fund, Ltd. (BOVF), for which Great Point Partners, LLC acts as investment manager.
- Warrants held by the reporting persons are subject to a beneficial ownership cap, restricting exercise if it would result in ownership exceeding 9.99% of the outstanding shares.
Sentiment
Score: 5
Explanation: Factual disclosure of beneficial ownership, providing no explicit positive or negative operational or financial information about the issuer.
Risks
- The exercise of warrants held by the reporting persons is restricted by a Beneficial Ownership Cap, limiting their ability to increase their stake beyond 9.99% of the outstanding common shares.
Future Outlook
This filing is a disclosure of beneficial ownership and does not contain forward-looking statements or guidance regarding the company's future performance or operations.
Industry Context
This filing is a standard disclosure of significant ownership by an institutional investor in a publicly traded biotechnology company, common in the financial markets for transparency regarding major stakeholders.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Joint Filing Agreement | Great Point Partners, LLC, Dr. Jeffrey R. Jay, M.D., and Ms. Lillian Nordahl entered into a Joint Filing Agreement to file this statement jointly, indicating a coordinated approach to their beneficial ownership reporting. | 2025-08-14 | Enhances transparency regarding the collective ownership and voting/dispositive power of the reporting group. |
Stakeholder Impact
- Shareholders: Provides transparency regarding a significant institutional investor's stake, which can influence market perception and potentially signal confidence or strategic interest in the company.
Key Dates
| Date | Description |
|---|---|
| 2025-05-12 | Date ProMIS Neurosciences Inc. filed its Form 10-Q, reporting 32,689,190 common shares outstanding. |
| 2025-06-30 | Date of event which required the filing of this statement. |
| 2025-08-14 | Date of the Joint Filing Agreement and the filing date of this Schedule 13G Amendment No. 3. |
Keywords
ProMIS Neurosciences, Great Point Partners, Beneficial Ownership, SEC Filing, Schedule 13G, Common Shares, Investment Management, Biotechnology, Neuroscience
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