Bain Capital Updates Solid Biosciences Stake in 13D/A Filing

TL;DR

**Bain Capital just updated its large stake in Solid Biosciences, signaling continued confidence.**

AI Summary

Bain Capital Life Sciences Investors, LLC, along with its affiliated entities, filed an Amendment No. 8 to their Schedule 13D on January 11, 2024, regarding their ownership in Solid Biosciences Inc. This filing updates their previous disclosures, indicating a continued significant stake in the company. For investors, this matters because Bain Capital is a major institutional investor, and their ongoing involvement suggests a long-term interest in Solid Biosciences' potential, which could be seen as a vote of confidence.

Why It Matters

This filing shows that a major institutional investor, Bain Capital, continues to hold a significant position in Solid Biosciences, signaling their ongoing commitment to the company.

Risk Assessment

Risk Level: low — This is an amendment to an existing filing, indicating no new major acquisition or disposition, thus posing low immediate risk.

Analyst Insight

An investor should note that a major institutional player like Bain Capital continues to hold a position, suggesting a long-term view, but this specific amendment doesn't indicate new buying or selling activity, so further investigation into the full filing details would be prudent.

Key Numbers

• 83422E 105 — CUSIP Number (identifies Solid Biosciences Inc. Common Stock)
• January 11, 2024 — Date of Event (the date requiring this amendment filing)
• Amendment No. 8 — Filing Amendment Number (indicates this is the eighth update to the original Schedule 13D)

Key Players & Entities

• Bain Capital Life Sciences Fund II, L.P. (company) — group member filing the SC 13D/A
• BCIP Life Sciences Associates, LP (company) — group member filing the SC 13D/A
• BCLS II Equity Opportunities, LP (company) — group member filing the SC 13D/A
• BCLS II Investco, LP (company) — group member filing the SC 13D/A
• Solid Biosciences Inc. (company) — the subject company of the filing
• Bain Capital Life Sciences Investors, LLC (company) — the entity authorized to receive notices for the filing group
• $0.001 (dollar_amount) — par value per share of Solid Biosciences Inc. Common Stock

Forward-Looking Statements

• Bain Capital will maintain a significant ownership stake in Solid Biosciences Inc. (Bain Capital Life Sciences Investors, LLC) — high confidence, target: Q2 2024
• Solid Biosciences Inc. will continue to be a focus for institutional investors due to ongoing Bain Capital involvement. (Solid Biosciences Inc.) — medium confidence, target: Q4 2024

FAQ

Key Financial Figures

• $0.001 — Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class
• $5 — from the Issuer at a price per share of $5.53, for total consideration of $5,000,0
• $5,000,004.80 — re of $5.53, for total consideration of $5,000,004.80. BCLS II Equity used its own working ca

Filing Documents

• d672151dsc13da.htm (SC 13D/A) — 103KB
• d672151dex99p.htm (EX-99.P) — 15KB
• 0001193125-24-007632.txt ( ) — 120KB

Identity and Background

Item 2. Identity and Background

of the

Item 2 of the Initial Statement is hereby amended and restated as follows: (a) This Schedule 13D is being filed jointly by BCLS SB Investco, LP, a Delaware limited partnership (BCLS SB), Bain Capital Life Sciences Fund II, L.P., a Cayman Islands exempted limited partnership (BCLS Fund II), BCLS II Investco, LP, a Delaware limited partnership (BCLS II Investco), BCIP Life Sciences Associates, LP, a Delaware limited partnership (BCIPLS), and BCLS II Equity Opportunities, LP, a Delaware limited partnership (BCLS II Equity and, together with BCLS SB, BCLS Fund II, BCLS II Investco and BCIPLS, the Reporting Persons). Bain Capital Life Sciences Investors, LLC, a Delaware limited liability company (BCLSI), is the general partner of Bain Capital Life Sciences Partners, LP, a Cayman Islands exempted limited partnership (BCLSP), which is the general partner of BCLS SB. BCLSI is the manager of Bain Capital Life Sciences Investors II, LLC, a Cayman Islands limited liability company (BCLSI II), which is the general partner of BCLS Fund II. BCLS II Investco (GP), LLC, a Delaware limited liability company (BCLS II Investco GP), whose managing member is BCLS Fund II, is the general partner of BCLS II Investco. BCLS II Equity Opportunities GP, LLC, a Delaware limited liability company (BCLS II Equity GP), whose manager is BCLS Fund II, is the general partner of BCLS II Equity. Boylston Coinvestors, LLC, a Delaware limited liability company (Boylston and, together with the Reporting Persons, BCLSI, BCLSP, BCLSI II, BCLS II Investco GP and BCLS II Equity GP, the Bain Capital Life Sciences Entities), is the general partner of BCIPLS. BCLSI governs the investment strategy and decision-making process with respect to investments held by BCIPLS. As a result, BCLSI may be deemed to share voting and dispositive power with respect to the securities held by the Reporting Persons. The Reporting Persons have entered into a Joint Filing Agreement, dated January 12, 2024, pursuant

Source and Amount of Funds

Item 3. Source and Amount of Funds

of the

Item 3 of the Initial Statement is hereby amended and supplemented to add the following: January 2024 Private Placement Closing The January 2024 Private Placement closed on January 11, 2024. Pursuant to the terms of the January 2024 Securities Purchase Agreement, BCLS II Equity purchased 904,160 shares of Common Stock from the Issuer at a price per share of $5.53, for total consideration of $5,000,004.80. BCLS II Equity used its own working capital to purchase such shares of Common Stock.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer Item 5 of the Initial Statement is hereby amended and restated as follows: The information set forth in Items 2 and 3 and on the cover pages of this Schedule 13D is incorporated by reference in its entirety into this Item 5. (a) (c) As of the date hereof, (i) BCLS SB hold 528,660 shares of Common Stock, representing approximately 1.4% of the outstanding shares of Common Stock, (ii) BCLS Fund II holds 267,257 shares of Common Stock, representing approximately 0.7% of the outstanding shares of Common Stock, (iii) BCLS II Investco holds 2,301,955 shares of Common Stock, representing approximately 6.2% of the outstanding shares of Common Stock, (iv) BCIPLS holds 32,550 shares of Common Stock, representing less than 0.1% of the outstanding shares of Common Stock, and (v) BCLS II Equity holds 904,160 shares of Common Stock, representing approximately 2.4% of the outstanding shares of Common Stock. As a result of the foregoing and the relationships described in Item 2(a) of this Schedule 13D, the Reporting Persons may be deemed to beneficially own in the aggregate 4,034,582 shares of Common Stock, representing approximately 10.9% of the outstanding shares of Common Stock. The percentage of the outstanding shares of Common Stock beneficially owned by the Reporting Persons is based on 37,150,543 shares of Common Stock outstanding, which consists of (i) 20,177,440 shares of Common Stock outstanding as of November 6, 2023, as disclosed by the Issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2023, filed with the Securities and Exchange Commission on November 8, 2023 and (ii) an aggregate of 16,973,103 shares of Common Stock issued on January 11, 2024 in the January 2024 Private Placement. (d) Except as otherwise described in this Item 5, no one other than the Reporting Persons has the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, any

of the Initial Statement is hereby amended and supplemented to add the following

Item 7 of the Initial Statement is hereby amended and supplemented to add the following: Exhibit P Joint Filing Agreement, dated January 12, 2024 CUSIP No. 83422E 105 13D Page 9 of 9

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: January 12, 2024 BCLS SB Investco, LP By: Bain Capital Life Sciences Partners, LP, its general partner By: Bain Capital Life Sciences Investors, LLC, its general partner By: /s/ Adam Koppel Name: Adam Koppel Title: Partner Bain Capital Life Sciences Fund II, L.P. By: Bain Capital Life Sciences Investors II, LLC, its general partner By: Bain Capital Life Sciences Investors, LLC, its manager By: /s/ Adam Koppel Name: Adam Koppel Title: Partner BCLS II Investco, LP By: BCLS II Investco (GP), LLC, its general partner By: Bain Capital Life Sciences Fund II, L.P., its managing member By: Bain Capital Life Sciences Investors II, LLC, its general partner By: Bain Capital Life Sciences Investors, LLC, its manager By: /s/ Adam Koppel Name: Adam Koppel Title: Partner BCIP Life Sciences Associates, LP By: Boylston Coinvestors, LLC, its general partner By: /s/ Adam Koppel Name: Adam Koppel Title: Authorized Signatory BCLS II Equity Opportunities, LP By: BCLS II Equity Opportunities GP, LLC, its general partner By: Bain Capital Life Sciences Fund II, L.P., its manager By: Bain Capital Life Sciences Investors II, LLC, its general partner By: Bain Capital Life Sciences Investors, LLC, its manager By: /s/ Adam Koppel Name: Adam Koppel Title: Partner

View Full Filing

View this SC 13D/A filing on SEC EDGAR