Baker Bros. Advisors Amends Immunocore Holdings Stake

TL;DR

**Baker Bros. Advisors updated their Immunocore stake, watch for market reaction.**

AI Summary

Baker Bros. Advisors LP, a significant shareholder in Immunocore Holdings plc, filed an Amendment No. 2 to their Schedule 13D on February 1, 2024, indicating a change in their beneficial ownership. This amendment updates their previous filing regarding their holdings of Immunocore's Ordinary Shares, nominal value £0.002 per share. This matters to investors because Baker Bros. Advisors is a prominent biotech investor, and changes in their stake can signal their evolving confidence in Immunocore's future prospects, potentially influencing other investors' decisions.

Why It Matters

This filing signals an updated position from a major institutional investor, which can influence market perception and the stock's performance.

Risk Assessment

Risk Level: low — This is an informational update from a major shareholder and does not inherently pose a direct risk to the company's operations or financial health.

Analyst Insight

Investors should review the full SC 13D/A filing to understand the specific changes in Baker Bros. Advisors' beneficial ownership, as this could provide insight into their long-term view of Immunocore Holdings plc and potentially influence investment decisions.

Key Players & Entities

• Baker Bros. Advisors LP (company) — the filing person and a significant shareholder of Immunocore Holdings plc
• Immunocore Holdings plc (company) — the subject company whose securities are being reported
• Alexandra A. Toohey (person) — Chief Financial Officer of Baker Bros. Advisors LP, authorized to receive notices
• Felix J. Baker (person) — group member of Baker Bros. Advisors (GP) LLC
• Julian C. Baker (person) — group member of Baker Bros. Advisors (GP) LLC
• £0.002 (dollar_amount) — nominal value per Ordinary Share of Immunocore Holdings plc

FAQ

Key Financial Figures

• $350 million — Issuer announced its intention to offer $350 million of 2.5% convertible senior notes with a
• $1,000 — d at any time into 10.5601 ADS for each $1,000 of principal amount of 2.5% Convertible
• $5,202,000 — , 2024, 667 and Life Sciences purchased $5,202,000 and $54,798,000 in principal amount of
• $54,798,000 — Life Sciences purchased $5,202,000 and $54,798,000 in principal amount of 2.5% Convertible
• $60,000,000 — le Senior Notes, respectively, totaling $60,000,000 in principal amount of 2.5% Convertible
• $2,384,000 — , 2024, 667 and Life Sciences purchased $2,384,000 and $25,116,000, respectively, in princ
• $25,116,000 — Life Sciences purchased $2,384,000 and $25,116,000, respectively, in principal amount of 2
• $29,081,250 — Limitation, for total consideration of $29,081,250. None of the Reporting Persons or their
• $65.50 — ple transactions at prices ranging from $65.50 to $65.92. The Reporting Persons undert
• $65.92 — ctions at prices ranging from $65.50 to $65.92. The Reporting Persons undertake to pro
• $66.69 — ple transactions at prices ranging from $66.69 to $67.56. The Reporting Persons undert
• $67.56 — ctions at prices ranging from $66.69 to $67.56. The Reporting Persons undertake to pro
• $68.555 — ctions at prices ranging from $67.56 to $68.555. The Reporting Persons undertake to pro
• $68.69 — ple transactions at prices ranging from $68.69 to $69.64. The Reporting Persons undert
• $69.64 — ctions at prices ranging from $68.69 to $69.64. The Reporting Persons undertake to pro

Filing Documents

• tm244969d4_sc13da.htm (SC 13D/A) — 110KB
• 0001104659-24-009526.txt ( ) — 112KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration.

of Schedule 13D is supplemented as follows

Item 3 of Schedule 13D is supplemented as follows: The disclosure in Item 4 below is incorporated herein by reference.

Purpose of the Transaction

Item 4. Purpose of the Transaction.

of Schedule 13D is supplemented and amended, as the case may

Item 4 of Schedule 13D is supplemented and amended, as the case may be, as follows: This Amendment No. 2 is being filed to report the sale of ordinary shares ("Ordinary Shares") of Immunocore Holdings plc (the "Issuer") held in the form of American Depositary Shares of the Issuer ("ADS") and ADS received from the conversion of Non-Voting Ordinary Shares (as defined below) reported in Item 5(c) that resulted in a more than 1 percent change in beneficial ownership. The disclosure regarding the sales in Item 5(c) below is incorporated herein by reference. In addition, on January 29, 2024, the Issuer announced its intention to offer $350 million of 2.5% convertible senior notes with a maturity date of February 1, 2030 ("2.5% Convertible Senior Notes") in a private offering to qualified institutional buyers (the "Offering"). The 2.5% Convertible Senior Notes accrue interest at a rate of 2.5% per annum, payable semiannually in arrears on February 1 and August 1 of each year, beginning on August 1, 2024 and are convertible immediately and at any time into 10.5601 ADS for each $1,000 of principal amount of 2.5% Convertible Senior Notes, subject to adjustment and limitations on conversion discussed below. The Issuer may redeem the 2.5% Convertible Senior Notes at a redemption price equal to 100% of the principal amount of the 2.5% Convertible Senior Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the optional redemption date, beginning on February 5, 2027 at its option if the last reported sale price of the ADS has been at least 130% of the conversion price for the 2.5% Convertible Senior Notes then in effect for at least 20 trading days during any 30 consecutive trading day period, including the trading day immediately preceding the date on which the Issuer provides notice of such redemption. The Offering is expected to close on February 2, 2024. Pursuant to the Offering, on January 31, 2024, 667 and Life Sciences purchased $5,202,000 and $54,79

Interest in Securities of the Issuer

ITEM 5. Interest in Securities of the Issuer. (a) and (b) Items 7 through 11 and 13 of each of the cover pages of this Schedule 13D are incorporated herein by reference. The information in Item 4 is incorporated herein by reference. Set forth below is the aggregate number of Ordinary Shares represented by ADS directly held by each of the Funds, which may be deemed to be indirectly beneficially owned by the Reporting Persons, as well as Ordinary Shares that may be acquired upon exercise of Non-Voting Ordinary Shares, subject to the limitation on exercise described in Item 4 and ADS that may be acquired upon conversion of 2.5% Convertible Senior Notes, subject to the limitation on conversion described in Item 4. ADS issuable upon Non-Voting conversion of 2.5% Name Ordinary Shares Ordinary Shares Convertible Senior Notes 667, L.P. 109,897 100,280 80,108 Baker Brothers Life Sciences, L.P. 1,405,421 1,119,783 843,899 Total 1,515,318 1,220,063 924,007 The Adviser GP, Felix J. Baker and Julian C. Baker as managing members of the Adviser GP, and the Adviser may be deemed to be beneficial owners of securities of the Issuer directly held by the Funds. (c) The information set forth in Item 4 is hereby incorporated by reference into this Item 5(c). The following transactions in ADS and 2.5% Convertible Senior Notes were effected by the Funds during the sixty days preceding the filing of this statement using their working capital. All transactions were effected in the over-the-counter market directly with a broker-dealer; in addition, on January 31, 2024, 667 and Life Sciences purchased $2,384,000 and $25,116,000, respectively, in principal amount of 2.5% Convertible Senior Notes, subject to the Convert Beneficial Ownership Limitation, for total consideration of $29,081,250. None of the Reporting Persons or their affiliates has effected any other transactions in these securities during this period. Name Date Number of Shares Transaction Price/

View Full Filing

View this SC 13D/A filing on SEC EDGAR