Adage Capital Partners Takes New Passive Stake in Mereo BioPharma
Ticker: MREO · Form: SC 13G · Filed: Feb 5, 2024 · CIK: 1719714
| Field | Detail |
|---|---|
| Company | Mereo Biopharma Group PLC (MREO) |
| Form Type | SC 13G |
| Filed Date | Feb 5, 2024 |
| Risk Level | low |
| Pages | 7 |
| Reading Time | 9 min |
| Sentiment | bullish |
Complexity: simple
Sentiment: bullish
Topics: institutional-ownership, new-stake, biopharma, passive-investment
Related Tickers: MREO
TL;DR
**Adage Capital just bought a new chunk of Mereo BioPharma, signaling institutional interest.**
AI Summary
Adage Capital Partners GP, L.L.C. reported a new passive stake in Mereo BioPharma Group plc, a pharmaceutical company, as of January 24, 2024. This filing indicates that Adage Capital now holds a significant, though unspecified, percentage of Mereo's Ordinary Shares, which trade on Nasdaq as American Depositary Shares (ADSs) under the symbol MREO. This matters to investors because a large institutional investor like Adage taking a new position can signal confidence in Mereo's future prospects, potentially influencing other investors and the stock price.
Why It Matters
A new significant stake by a major institutional investor like Adage Capital can be seen as a vote of confidence, potentially attracting more investor interest and positively impacting Mereo BioPharma's stock price.
Risk Assessment
Risk Level: low — This filing indicates a passive investment by a large institution, which generally reduces risk by showing external validation of the company.
Analyst Insight
A smart investor would monitor Mereo BioPharma (MREO) for potential positive price action and increased analyst coverage following this institutional investment, considering it a potential signal of underlying value.
Key Numbers
- 5 — Ordinary Shares per ADS (Each American Depositary Share (ADS) of Mereo BioPharma represents 5 Ordinary Shares, which is important for understanding the underlying share structure.)
- January 24, 2024 — Date of Event (This is the specific date when Adage Capital's ownership crossed the threshold requiring this disclosure, indicating the recency of their investment.)
- £0.003 — Nominal value per Ordinary Share (This is the stated nominal value of Mereo BioPharma's Ordinary Shares, providing a fundamental detail about the company's equity structure.)
Key Players & Entities
- Adage Capital Partners GP, L.L.C. (company) — the entity filing the SC 13G, reporting a new stake
- Mereo BioPharma Group plc (company) — the subject company whose shares were acquired
- Ordinary Shares (company) — the class of securities acquired by Adage Capital
- American Depositary Shares (ADSs) (company) — the form in which Mereo BioPharma shares are quoted on Nasdaq under symbol MREO
- Nasdaq (company) — the exchange where Mereo BioPharma's ADSs are quoted
- January 24, 2024 (date) — the date of the event requiring this filing
- £0.003 (dollar_amount) — nominal value per Ordinary Share
Forward-Looking Statements
- Mereo BioPharma's stock (MREO) may experience increased trading volume and positive price movement due to the institutional interest shown by Adage Capital's new stake. (Mereo BioPharma Group plc) — medium confidence, target: Q1 2024
FAQ
What type of securities did Adage Capital Partners GP, L.L.C. acquire in Mereo BioPharma Group plc?
Adage Capital Partners GP, L.L.C. acquired Ordinary Shares of Mereo BioPharma Group plc, which have a nominal value of £0.003 per share. These are distinct from the American Depositary Shares (ADSs) quoted on Nasdaq under the symbol MREO, where each ADS represents 5 Ordinary Shares.
What is the CUSIP number associated with Mereo BioPharma Group plc's securities, and what does it represent?
The CUSIP number 589492107 is assigned to the American Depositary Shares (ADSs) of Mereo BioPharma Group plc, which are quoted on Nasdaq under the symbol "MREO." The filing explicitly states there is no CUSIP number assigned to the Ordinary Shares themselves.
When was the event that triggered the filing of this Schedule 13G by Adage Capital Partners GP, L.L.C.?
The event which required the filing of this Schedule 13G occurred on January 24, 2024.
Under which rule of the Securities Exchange Act of 1934 was this Schedule 13G filed?
This Schedule 13G was filed under Rule 13d-1(c) of the Securities Exchange Act of 1934, indicating a passive investment by the reporting person.
What is the relationship between Mereo BioPharma Group plc's Ordinary Shares and its American Depositary Shares (ADSs)?
Each American Depositary Share (ADS) of Mereo BioPharma Group plc, which trades on Nasdaq under the symbol "MREO," represents 5 Ordinary Shares of the company.
Filing Stats: 2,135 words · 9 min read · ~7 pages · Grade level 10.5 · Accepted 2024-02-05 17:09:15
Filing Documents
- p24-0691sc13g.htm (SC 13G) — 98KB
- 0000902664-24-001056.txt ( ) — 99KB
(a)
Item 1(a). NAME OF ISSUER The name of the issuer is Mereo Biopharma Group Plc., (the “ Company ”).
(b)
Item 1(b). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES The Company’s principal executive offices are located at 4th Floor, One Cavendish Place, London, W1G 0QF, United Kingdom.
(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 Ordinary Shares represented by ADSs 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 Ordinary Shares represented by ADSs 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 Ordinary Shares represented by ADSs 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 Ordinary Shares represented by ADSs 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 Ordinary Shares represented by ADSs 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 beneficial ownership of the securities reported herein.
(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.
(d)
Item 2(d). TITLE OF CLASS OF SECURITIES Ordinary Shares, par value £0.0003 per share (the “ Ordinary Shares ”). CUSIP No. 589492107 13G Page 8 of 11 Pages
(e)
Item 2(e). CUSIP NUMBER There is no CUSIP number assigned to the Ordinary Shares. The CUSIP number 589492107 has been assigned to the American Depositary Shares (" ADSs ") of the Company, which are quoted on Nasdaq under the symbol "MREO." Each ADS represents 5 Ordinary Shares. 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 is calculated based upon 701,217,089 Ordinary Shares outstanding as of November 16, 2023, as reported in Exhibit 99.1 attached to the Company’s Report of Foreign Private Issuer on Form 6-K filed with the Securities and Exchange Commissi
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: February 5, 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 CUSIP No. 589492107 13G Page 11 of 11 Pages EXHIBIT 1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. DATE: February 5, 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 CAPI