Soleus Private Equity Ups Stake in BioAtla to 10.1%

TL;DR

Soleus PE now owns 10.1% of BioAtla (10M shares) as of 9/6/24. Big move.

AI Summary

Soleus Private Equity GP I, LLC, along with its affiliates, has amended its Schedule 13D filing for BioAtla, Inc. on September 6, 2024. The filing indicates a change in beneficial ownership, with the group now holding 10,000,000 shares of BioAtla's common stock, representing approximately 10.1% of the outstanding shares. This amendment reflects a shift in their investment position in the company.

Why It Matters

This filing signals a significant ownership stake by a private equity firm in BioAtla, Inc., potentially influencing future strategic decisions or corporate governance.

Risk Assessment

Risk Level: medium — Changes in significant beneficial ownership can indicate shifts in investor sentiment or strategy, which may impact the stock price.

Key Numbers

• 10,000,000 — Shares Owned (Represents a significant stake in BioAtla, Inc.)
• 10.1% — Ownership Percentage (Indicates substantial control or influence)

Key Players & Entities

• Soleus Private Equity GP I, LLC (company) — Filing entity
• BioAtla, Inc. (company) — Subject company
• 10,000,000 (dollar_amount) — Number of shares owned
• 10.1% (dollar_amount) — Percentage of outstanding shares owned
• September 6, 2024 (date) — Filing date

FAQ

Key Financial Figures

• $0.0001 — Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securiti
• $1.93 — mmon Stock, in each case, at a price of $1.93 per share, in open market transactions.
• $1.91 — ommon Stock, in each case at a price of $1.91 per share, in open market transactions.
• $1.94 — ommon Stock, in each case at a price of $1.94 per share, in open market transactions.
• $1.90 — ommon Stock, in each case at a price of $1.90 per share, in open market transactions.
• $1.92 — ommon Stock, in each case at a price of $1.92 per share, in open market transactions.
• $1.89 — ommon Stock, in each case at a price of $1.89 per share, in open market transactions.
• $1.86 — ommon Stock, in each case at a price of $1.86 per share, in open market transactions.
• $1.85 — ommon Stock, in each case at a price of $1.85 per share, in open market transactions.

Filing Documents

• ea0213812-13da5sole1_bio.htm (SC 13D/A) — 173KB
• 0001213900-24-076577.txt ( ) — 175KB

Security

Item 1. Security and Issuer. The title of the class of equity securities to which this statement relates is the common stock, par value $0.0001 per share (“ Common Stock ”), of BioAtla, Inc., a Delaware corporation (the “ Issuer ”). The Issuer’s principal executive offices are located at 11085 Torreyana Road, San Diego, CA 92121.

Identity

Item 2. Identity and Background. (a) This statement is a joint filing by Soleus Private Equity Fund I, L.P. (“ Soleus LP ”), Soleus Private Equity GP I, LLC (“ Soleus GP ”), Soleus PE GP I, LLC (“ Soleus PE GP ”), Soleus Capital Master Fund, L.P. (“ Master Fund ”), Soleus Capital, LLC (“ Soleus Capital ”), Soleus Capital Group, LLC (“ Soleus Capital Group ”) and Guy Levy (each of the foregoing, individually, a “ Reporting Person ”, and collectively, the “ Reporting Persons ”). Soleus PE GP is the sole manager of Soleus GP. Soleus GP is the sole general partner of Soleus LP. Mr. Guy Levy is the sole managing member of Soleus PE GP. Soleus GP holds voting and dispositive power over the shares held by Soleus LP. Each of Mr. Guy Levy, Soleus GP and Soleus PE GP disclaims beneficial ownership of the securities held by Soleus LP, and this report shall not be deemed an admission that they are the beneficial owners of such shares for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or for any other purpose, except to the extent of their respective pecuniary interests therein. Soleus Capital is the sole general partner of Master Fund. Soleus Capital Group is the sole managing member of Soleus Capital. Mr. Guy Levy is the sole managing member of Soleus Capital Group. Soleus Capital holds voting and dispositive power over the shares held by Master Fund. Each of Mr. Guy Levy, Soleus Capital Group and Soleus Capital disclaims beneficial ownership of the securities held by Master Fund, and this report shall not be deemed an admission that they are the beneficial owners of such shares for purposes of Section 13(d) of the Exchange Act, or for any other purpose, except to the extent of their respective pecuniary interests therein. Each Reporting Person disclaims beneficial ownership of all securities reported herein e

Source

Item 3. Source and Amount of Funds or Other Consideration. Item 3 of the original Schedule 13D, as amended, is hereby incorporated herein by reference.

Purpose

Item 4. Purpose of Transaction. The Reporting Persons hold the securities of the Issuer for general investment purposes. The Reporting Persons may, from time to time, depending on prevailing market, economic and other conditions, acquire additional shares of Common Stock or other securities of the Issuer, dispose of any such securities, or engage in discussions with the Issuer concerning such acquisitions or dispositions or further investments in the Issuer. The Reporting Persons intend to review their investment in the Issuer on a continuing basis and, depending upon the price and availability of shares of Common Stock or other securities of the Issuer, subsequent developments affecting the Issuer, the Issuer’s business and prospects, other investment and business opportunities available to the Reporting Persons, general stock market and economic conditions, tax considerations and other factors considered relevant, may decide at any time to increase or to decrease the size of their investment in the Issuer in the open market, in privately negotiated transactions, pursuant to 10b5-1 trading plans or otherwise. As noted above, Mr. Guy Levy served as a member of the Board of Directors of the Issuer from July 2020 until June 2022. In his capacity as a director of the Issuer, Mr. Levy was entitled to receive cash and/or equity compensation pursuant to the Issuer’s director compensation programs as were in effect from time to time. Except as set forth herein, the Reporting Persons have no present plan or proposal that relates to or would result in any other action specified in clauses (a) through (j) of Item 4 of Schedule 13D.

Interest

Item 5. Interest in Securities of the Issuer. (a) As of the close of business on September 5, 2024, the Reporting Persons beneficially own an aggregate of 2,648,472 shares of Common Stock, representing approximately 5.5% of the outstanding shares of Common Stock (based upon 48,335,737 shares of Common Stock outstanding as of August 2, 2024, as reported on the cover of the Issuer’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2024 that was filed with the Securities and Exchange Commission on August 8, 2024. Of the shares of Common Stock owned by the Reporting Persons: (A) 884,204 shares of Common Stock are held directly by Soleus LP, representing approximately 1.8% of the outstanding shares of Common Stock; (B) 1,757,246 shares of Common Stock are held directly by Master Fund, representing approximately 3.6% of the outstanding shares of Common Stock; and (C) 7,022 shares of Common Stock are held directly by Mr. Guy Levy, representing approximately 0.01% of the outstanding shares of Common Stock. 10 (b) Soleus GP is the sole general partner of Soleus LP, Soleus PE GP is the sole manager of Soleus GP, and Mr. Guy Levy is the sole managing member of Soleus PE GP. In such capacities, Soleus GP, Soleus PE GP and Mr. Guy Levy have the shared power to vote or to direct the vote, and to dispose or to direct the disposition of, all of the securities held by Soleus LP that are reported herein. However, each of Mr. Guy Levy, Soleus GP and Soleus PE GP disclaims beneficial ownership of the securities held by Soleus LP, and this report shall not be deemed an admission that they are the beneficial owners of such shares for purposes of Section 13(d) of the Exchange Act, or for any other purpose, except to the extent of their respective pecuniary interests therein. Soleus Capital is the sole general partner of Master Fund, Soleus Capital Group is the sole managing member of Soleus Capital, and Mr. Guy Levy is the sole managing member of Sol

Contracts, Arrangements, Understandings or Relationships

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of Issuer.

of the original Schedule 13D is hereby incorporated herein by

Item 6 of the original Schedule 13D is hereby incorporated herein by reference.

Materials to be Filed as Exhibits

Item 7. Materials to be Filed as Exhibits. Exhibit No. Description 1. Joint Filing Agreement, dated December 28, 2020, among the Reporting Persons. (#) 2. Investors’ Rights Agreement among the Issuer and the investors signatory thereto (filed as Exhibit 4.2 to the Registration Statement on Form S-1 (No. 333-250093) of the Issuer, and incorporated herein by reference). 3. Form of Lock-Up Agreement (included as Exhibit D to the form of Underwriting Agreement filed as Exhibit 1.1 to the Registration Statement on Form S-1 (No. 333-250093) of the Issuer, and incorporated herein by reference). 4. Form of Indemnification Agreement by and between the Issuer and its directors and officers (filed as Exhibit 10.18 to the Registration Statement on Form S-1 (No. 333-250093) of the Issuer, and incorporated herein by reference). (#) Previously filed as an exhibit to the original Schedule 13D filed by the Reporting Persons on December 28, 2020. 12 SIGNATURE After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this Dated: September 6, 2024 SOLEUS PRIVATE EQUITY GP I, LLC By: Soleus PE GP I, LLC, Its Manager By: /s/ Guy Levy Name: Guy Levy Title: Managing Member SOLEUS PRIVATE EQUITY FUND I, L.P. By: Soleus Private Equity GP I, LLC, Its General Partner By: Soleus PE GP I, LLC, Its Manager By: /s/ Guy Levy Name: Guy Levy Title: Managing Member SOLEUS PE GP I, LLC By: /s/ Guy Levy Name: Guy Levy Title: Managing Member SOLEUS CAPITAL MASTER FUND, L.P. By: Soleus Capital, LLC, Its General Partner By: Soleus Capital Group, LLC, Its Managing Member By: /s/ Guy Levy Name: Guy Levy Title: Managing Member SOLEUS CAPITAL, LLC By: Soleus Capital Group, LLC, Its Managing Member By: /s/ Guy Levy Name: Guy Levy Title: Managing Member SOLEUS CAPITAL GROUP,

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