SC 13G/A: Benitec Biopharma Inc.

Ticker: BNTC · Form: SC 13G/A · Filed: Apr 11, 2024 · CIK: 1808898

Sentiment: neutral

Topics: sc-13g-a

AI Summary

SC 13G/A filing by Benitec Biopharma Inc..

Risk Assessment

Risk Level: low

Filing Stats: 2,508 words · 10 min read · ~8 pages · Grade level 11.8 · Accepted 2024-04-11 12:10:36

Key Financial Figures

Filing Documents

(a)

Item 1(a). NAME OF ISSUER The name of the issuer is Benitec Biopharma Inc. (the “ Company ”).

(b)

Item 1(b). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES The Company’s principal executive offices are located at 3940 Trust Way, Hayward, California 94545.

(a)

Item 2(a). NAME OF PERSON FILING This statement is filed by: (i) Adage Capital Partners, L.P., a Delaware limited partnership (“ ACP ”) with respect to the Common Stock and shares of Common Stock issuable upon exercise of warrants directly owned by it; (ii) Adage Capital Partners GP, L.L.C., a limited liability company organized under the laws of the State of Delaware (“ ACPGP ”), as general partner of ACP with respect to the Common Stock and shares of Common Stock issuable upon exercise of warrants directly owned by ACP; (iii) Adage Capital Management, L.P., a Delaware limited partnership (“ ACM ”), as the investment manager of ACP, with respect to the Common Stock and shares of Common Stock issuable upon exercise of warrants directly owned by ACP; (iv) Robert Atchinson (“ Mr. Atchinson ”), as (1) managing member of Adage Capital Advisors, L.L.C., a limited liability company organized under the laws of the State of Delaware (“ ACA ”), managing member of ACPGP and (2) managing member of Adage Capital Partners LLC, a Delaware limited liability company (“ ACPLLC ”), general partner of ACM, with respect to the Common Stock and shares of Common Stock issuable upon exercise of warrants directly owned by ACP; and (v) Phillip Gross (“ Mr. Gross ”), as (1) managing member of ACA, managing member of ACPGP and (2) managing member of ACPLLC, general partner of ACM, with respect to the Common Stock and shares of Common Stock issuable upon exercise of warrants directly owned by ACP. The foregoing persons are hereinafter sometimes collectively referred to as the “ Reporting Persons .” Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to benefi

(b)

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE The address of the business office of each of the Reporting Persons is 200 Clarendon Street, 52nd Floor, Boston, Massachusetts 02116.

(c)

Item 2(c). CITIZENSHIP ACP and ACM are limited partnerships organized under the laws of the State of Delaware. ACPGP is a limited liability company organized under the laws of the State of Delaware. Messrs. Gross and Atchinson are citizens of the United States. CUSIP No. 08205P209 13G Page 8 of 10 Pages

(d)

Item 2(d). TITLE OF CLASS OF SECURITIES Common Stock, par value $0.0001 per share (the “ Common Stock ”).

(e)

Item 2(e). CUSIP NUMBER 08205P209 Item 3. IF THIS STATEMENT IS FILED PURSUANT TO Rules 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: (a) Broker or dealer registered under Section 15 of the Act; (b) Bank as defined in Section 3(a)(6) of the Act; (c) Insurance company as defined in Section 3(a)(19) of the Act; (d) Investment company registered under Section 8 of the Investment Company Act of 1940; (e) An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); (k) Group, in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: Not applicable. Item 4. The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The percentage set forth in this Schedule 13G/A as of August 11, 2023 is calculated based upon 2,521,900 shares of Common Stock outstanding, as reported in the Company’s Prospectus filed pursuant to Rule 424(b)(4) with the Securities and Exchange Commission on August 10, 2023 and in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on August 11, 2023, after giving effect to the completion of the offering and the partial exercise of the underwriters' over-allotment option, all as described therein, and

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. DATE: April 11, 2024 ADAGE CAPITAL PARTNERS, L.P. By: Adage Capital Partners GP, L.L.C., its general partner By: Adage Capital Advisors, L.L.C., its managing member /s/ Robert Atchinson Name: Robert Atchinson Title: Managing Member ADAGE CAPITAL PARTNERS GP, L.L.C. By: Adage Capital Advisors, L.L.C., its managing member /s/ Robert Atchinson Name: Robert Atchinson Title: Managing Member ADAGE CAPITAL MANAGEMENT, L.P. By: Adage Capital Partners LLC, its general partner /s/ Robert Atchinson Name: Robert Atchinson Title: Managing Member /s/ Robert Atchinson ROBERT ATCHINSON, individually /s/ Phillip Gross PHILLIP GROSS, individually

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