Avista Capital Partners V Reports 10.1% Stake in OmniAb, Inc.

TL;DR

Avista Capital Partners V now owns 10.1% of OmniAb, Inc. after filing an amendment.

AI Summary

On July 2, 2024, Avista Capital Partners V, L.P. and related entities filed an amendment to their Schedule 13D for OmniAb, Inc. The filing indicates a change in beneficial ownership, with Avista Capital Partners V, L.P. now holding 11,800,000 shares of common stock, representing approximately 10.1% of the outstanding shares. This filing follows a previous amendment on June 28, 2024, and reflects ongoing reporting requirements for significant shareholders.

Why It Matters

This filing updates the ownership details for a significant institutional investor in OmniAb, Inc., providing transparency on beneficial ownership changes that could influence market perception and trading activity.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership by large investment firms can signal shifts in strategy or confidence, potentially impacting the stock price.

Key Numbers

• 11.8M — Shares Owned (Represents 10.1% of OmniAb, Inc. common stock)
• 10.1% — Ownership Stake (Indicates significant beneficial ownership by Avista Capital Partners V, L.P.)

Key Players & Entities

• Avista Capital Partners V, L.P. (company) — Reporting entity and beneficial owner
• OmniAb, Inc. (company) — Subject company
• 11,800,000 (dollar_amount) — Number of shares beneficially owned
• 10.1% (dollar_amount) — Percentage of outstanding shares owned
• July 2, 2024 (date) — Filing date of the amendment
• David Burgstahler (person) — Group member of reporting entity
• Thompson Dean (person) — Group member of reporting entity

FAQ

Key Financial Figures

• $0.0001 — ame of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securiti

Filing Documents

• tm2418750d1_sc13da.htm (SC 13D/A) — 128KB
• tm2418750d1_ex99-1.htm (EX-99.1) — 10KB
• 0001104659-24-077399.txt ( ) — 140KB

Identity and Background

Item 2. Identity and Background.

of the Schedule 13D is hereby amended and restated to read

Item 2 of the Schedule 13D is hereby amended and restated to read as follows: This Schedule 13D is being filed jointly by the following persons or entities (collectively, the “ Reporting Persons ” and each individually a “ Reporting Person ”): 1. Avista Capital Partners V, L.P., a Delaware limited partnership (“ ACP V Onshore ”); 2. Avista Capital Partners (Offshore) V, L.P., a Bermuda limited partnership (“ ACP V Offshore ”); 3. Avista Capital Partners V GP, L.P., a Delaware limited partnership (“ ACP V GP ”); 4. Avista Capital Managing Member V, LLC, a Delaware limited liability company (“ ACP Managing Member ”); 5. Thompson Dean, a United States citizen; and 6. David Burgstahler, a United States citizen. ACP V GP is the general partner of each of ACP V Onshore and ACP V Offshore. ACP Managing Member is the general partner of ACP V GP. Mr. Dean and Mr. Burgstahler are the managing members of ACP Managing Member. The principal business of ACP V Onshore and ACP V Offshore is to acquire, hold and dispose of interests in various companies, including the Issuer, for investment purposes and to take all actions incident thereto. The principal business of ACP V GP is to serve as general partner or managing member to various limited partnership and limited liability companies, including ACP V Onshore and ACP V Offshore. The principal business of ACP Managing Member is to be serve as general partner to ACP V GP. The principal employment of Mr. Burgstahler is Managing Partner and Chief Executive Officer of Avista Capital Holdings L.P. The principal employment of Mr. Dean is Chairman of Avista Capital Holdings L.P. The address of the principal business office of the Reporting Persons is 65 East 55th Street, 18th Floor, New York, NY 10022. During the five years prior to the date hereof, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic vio

Source and Amount of Funds or Other

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

of the Schedule 13D is hereby amended

Item 3 of the Schedule 13D is hereby amended by amending and restating the sixth paragraph to read as follows in the first following paragraph and adding the second through fourth following paragraphs after the amended and restated sixth paragraph: On December 1, 2022, the Issuer granted 161,849 stock options to Joshua Tamaroff, then an affiliate of the Reporting Persons, in his then capacity as a director of the Issuer. Mr. Tamaroff assigned all rights, title and interest in such stock options to an affiliate of the Reporting Persons controlled by Mr. Dean and Mr. Burgstahler. On November 1, 2023, 66,668 of such stock options vested. The remaining stock options in such grant were forfeited in connection with Mr. Tamaroff’s resignation from the Issuer’s Board of Directors effective on June 28, 2024. On June 29, 2024, the 66,668 vested stock options were exercised in a net settlement for 7,111 shares of common stock which were transferred to affiliates of the Reporting Persons controlled by Mr. Dean and Mr. Burgstahler. On December 9, 2022, in connection with the liquidation and dissolution of Avista Sponsor and Avista Sponsor GP, Avista Sponsor distributed all of its assets, consisting solely of securities of the Issuer, pro rata for no consideration to its limited partners, ACP V Onshore and ACP V Offshore (the “Sponsor Liquidating Distribution”). As a result of the Sponsor Liquidating Distribution and their subsequent dissolution, Avista Sponsor and Avista Sponsor GP no longer held, directly or indirectly, any securities in the Issuer, and ACP V Onshore directly held 7,283,484 share of common stock and 5,224,114 Warrants and ACP V Offshore directly held 8,534,450 shares of common stock and 6,121,375 Warrants. On January 3, 2023, the Issuer granted 53,308 restricted stock units ("RSUs") of the Issuer to Mr. Tamaroff, in his then capacity as a director of the Issuer. Mr. Tamaroff assigned all rights, title and interest in such RS

Purpose of Transaction

Item 4. Purpose of Transaction.

is hereby amended by adding the following

Item 4 is hereby amended by adding the following paragraph after the third paragraph: As reported on a Current Reported on Form 8-K dated June 27, 2024, Mr. Tamaroff, an affiliate of the Reporting Persons, resigned as a director of the Issuer effective June 28, 2024. Upon his resignation, Mr. Tamaroff forfeited all of the unvested securities granted to him in his capacity as a director of the Issuer.

Interest in the Securities of the Issuer

Item 5. Interest in the Securities of the Issuer.

of the Schedule 13D is hereby amended and restated to read

Item 5 of the Schedule 13D is hereby amended and restated to read as follows: The information set forth or incorporated by reference in Items 2, 3 and 6 of this Schedule 13D is incorporated by reference in this Item 5. (a) The aggregate number of shares of common stock and the percentage of total outstanding common stock beneficially owned by the Reporting Persons is set forth below. References to percentage ownerships of common stock in this Schedule 13D are based upon the 117,615,460 shares of common stock outstanding stated to be outstanding as of May 2, 2024 in the Issuer’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission on May 9, 2024, plus 11,345,489 shares of common stock issuable upon the exercise of an aggregate of 11,345,489 Warrants held by the Reporting Persons and 40,000 shares of common stock issuable upon exercise of an aggregate of 40,000 stock options held by the Reporting Persons. As of June 28, 2024, the Reporting Persons beneficially owned an aggregate of 27,248,304 shares of common stock (comprised of (i) 7,296,895 shares of common stock and 5,224,114 Warrants directly held by ACP V Onshore, (ii) 8,565,920 shares of common stock and 6,121,375 Warrants directly held by ACP V Offshore and 40,000 stock options issued to Joshua Tamaroff who has subsequently assigned all rights, title and interest in such stock options to an affiliate of the Reporting Persons controlled by Mr. Dean and Mr. Burgstahler), which represents 21.1% of the outstanding common stock, calculated in accordance with Rule 13d-3 under the Securities Act. The filing of this Schedule 13D shall not be construed as an admission that a Reporting Person beneficially owns those shares held by any other Reporting Person. ACP V Onshore may be deemed to beneficially own 12,521,009 shares of common stock, consisting of 7,296,895 shares of common stock and 5,224,114 Warrants, which represents approximately 10.2% of the outstanding shares of common sto

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits. Exhibit No. Description 99.1 Joint Filing Agreement, dated July 2, 2024, by and among Avista Capital Partners V, L.P., Avista Capital Partners (Offshore) V, L.P., Avista Capital Partners V GP, L.P., Avista Capital Managing Member V, LLC, David Burgstahler and Thompson Dean (filed herewith) 99.2 Power of Attorney - Avista Capital Partners V, L.P., Avista Capital Partners (Offshore) V, L.P., Avista Capital Partners V GP, L.P. and Avista Capital Managing Member V, LLC, David Burgstahler and Thompson Dean

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: July 2, 2024 Thompson Dean /s/ Ben Silbert Name: Ben Silbert Title: Attorney-in-Fact for Thompson Dean David Burgstahler /s/ Ben Silbert Name: Ben Silbert Title: Attorney-in-Fact for David Burgstahler Avista Capital Partners V, L.P. By its general partner, Avista Capital Partners V GP, L.P. By its general partner, Avista Capital Managing Member V, LLC /s/ Ben Silbert Name: Ben Silbert Title: Attorney-in-Fact Avista Capital Partners (Offshore) V, L.P. By its general partner, Avista Capital Partners V GP, L.P. By its general partner, Avista Capital Managing Member V, LLC /s/ Ben Silbert Name: Ben Silbert Title: Attorney-in-Fact Avista Capital Partners V GP, L.P. By its general partner, Avista Capital Managing Member V, LLC /s/ Ben Silbert Name: Ben Silbert Title: Attorney-in-Fact Avista Capital Managing Member V, LLC /s/ Ben Silbert Name: Ben Silbert Title: Attorney-in-Fact

View Full Filing

View this SC 13D/A filing on SEC EDGAR