Suvretta Capital Amends Benitec Biopharma Stake

TL;DR

Suvretta Capital updated its Benitec Biopharma filing on 9/30/24. Watch for ownership changes.

AI Summary

Suvretta Capital Management, LLC, through Averill Madison Master Fund, Ltd. and Averill Master Fund, Ltd., has amended its Schedule 13D filing regarding Benitec Biopharma Inc. as of September 30, 2024. The filing indicates a change in beneficial ownership, though specific new holdings or changes in percentage are not detailed in this excerpt.

Why It Matters

This amendment signals a potential shift in major shareholder activity for Benitec Biopharma, which could influence the company's strategic direction or stock performance.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D filings often precede significant corporate actions or shifts in control, warranting close monitoring.

Key Players & Entities

• Suvretta Capital Management, LLC (company) — Filing entity
• Averill Madison Master Fund, Ltd. (company) — Group member of filing entity
• Averill Master Fund, Ltd. (company) — Group member of filing entity
• Benitec Biopharma Inc. (company) — Subject company
• Andrew Nathanson (person) — Authorized person to receive notices

FAQ

Key Financial Figures

• $0.0001 — ame of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 08205P
• $1.9299 — Common Stock, at a per warrant price of $1.9299 and a total purchase price of $ 1,135,2
• $3.86 — Common Stock, at a per warrant price of $3.86 and a total purchase price of $17,775,3
• $17,775,300 — of $3.86 and a total purchase price of $17,775,300.00, and (iii) a portion of its pre-fund
• $0 — Common Stock, at a per warrant price of $0.0001, and a total purchase price of $12
• $121.99 — $0.0001, and a total purchase price of $121.99. On September 26, 2024, Averill Madiso
• $2,224,699 — of $3.86 and a total purchase price of $2,224,699.42, and (ii) a portion of its pre-funde
• $14.82 — $0.0001, and a total purchase price of $14.82. The total amount of funds used by the

Filing Documents

• s78720924a.htm (SC 13D/A) — 78KB
• s78720924b.htm (EX-99.1) — 18KB
• 0000899140-24-001043.txt ( ) — 98KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration The information contained in Item 3 of the Original Schedule 13D is hereby amended and supplemented by adding the text set forth below after the last paragraph: On September 26, 2024, Averill Master Fund exercised (i) all of its Series 2 warrants of the Issuer issued by the Issuer on September 15, 2022, representing 588,236 shares of Common Stock, at a per warrant price of $1.9299 and a total purchase price of $ 1,135,236.66 , (ii) all of its common warrants of the Issuer issued by the Issuer on August 11, 2023, representing 4,605,000 shares of Common Stock, at a per warrant price of $3.86 and a total purchase price of $17,775,300.00, and (iii) a portion of its pre-funded warrants of the Issuer issued by the Issuer on August 11, 2023, representing 1,219,970 shares of Common Stock, at a per warrant price of $0.0001, and a total purchase price of $121.99. On September 26, 2024, Averill Madison Master Fund exercised (i) all of its common warrants of the Issuer issued by the Issuer on August 11, 2023, representing 576,347 shares of Common Stock, at a per warrant price of $3.86 and a total purchase price of $2,224,699.42, and (ii) a portion of its pre-funded warrants of the Issuer issued by the Issuer on August 11, 2023, representing 148,210 shares of Common Stock, at a per warrant price of $0.0001, and a total purchase price of $14.82. The total amount of funds used by the Funds to purchase the shares of Common Stock of the Issuer described above was furnished from the working capital of the Funds.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer The information contained in Item 3 of the Original Schedule 13D is hereby amended and supplemented by adding the text set forth below after the last paragraph: Letter Agreement On September 26, 2024, Suvretta Capital, on behalf of itself and each of the Funds, entered into a letter agreement (the " Letter Agreement ") with the Issuer, pursuant to which, among other things (i) Suvretta Capital waived the 19.99% beneficial ownership limitation set forth in each of the warrants described in this Schedule 13D, (ii) Suvretta Capital and the Issuer agreed that Suvretta Capital will not be permitted to complete an exercise of the warrants described in this Schedule 13D to the extent the beneficial ownership (calculated as provided in the applicable warrants) of Suvretta Capital in the Issuer following such exercise would exceed 49.9%, and (iii) Suvretta Capital agreed to promptly after September 26, 2024 deliver notices of exercise in respect of the warrants (or portions thereof) described in this Schedule 13D, such that immediately following such exercise and the receipt of the applicable shares of Common Stock underlying such warrants so exercised, together with the shares of Common Stock held by Suvretta Capital, Suvretta Capital will beneficially own 49.9% of the outstanding shares of Common Stock as of September 26, 2024. The foregoing description of the material terms of the Letter Agreement is qualified in its entirety by reference to the Letter Agreement, which is referenced in Exhibit 6 hereto and is incorporated by reference herein.

Materials to Be Filed as Exhibits

Item 7. Materials to Be Filed as Exhibits Exhibit Description 6 Letter Agreement, dated as of September 26, 2024, by and between the Issuer and Suvretta Capital. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated:September 30, 2024 AVERILL MASTER FUND, LTD. By: /s/ Andrew Nathanson Name: Andrew Nathanson Title: Authorized Signatory AVERILL MADISON MASTER FUND, LTD. By: /s/ Andrew Nathanson Name: Andrew Nathanson Title: Authorized Signatory SUVRETTA CAPITAL MANAGEMENT, LLC By: /s/ Andrew Nathanson Name: Andrew Nathanson Title: General Counsel and Chief Compliance Officer /s/ Aaron Cowen Aaron Cowen

View Full Filing

View this SC 13D/A filing on SEC EDGAR