Access Industries Affiliate Discloses Stake in Upstream Bio

TL;DR

Access Industries affiliate AI Upstream LLC just disclosed a stake in Upstream Bio, Inc. (NASDAQ: UPST - hypothetical ticker).

AI Summary

On October 22, 2024, AI Upstream LLC, an entity associated with Len Blavatnik and Access Industries, filed a Schedule 13D regarding their beneficial ownership of Upstream Bio, Inc. The filing indicates a significant stake in the pharmaceutical preparations company, which is incorporated in Delaware and headquartered in Waltham, MA.

Why It Matters

This filing signals a significant investment or control shift by a major entity in a biotechnology company, potentially impacting its strategic direction and future operations.

Risk Assessment

Risk Level: medium — Schedule 13D filings can indicate activist investor intent or significant changes in control, warranting close monitoring.

Key Players & Entities

• AI Upstream LLC (company) — Filing entity
• Upstream Bio, Inc. (company) — Subject company
• Access Industries Management, LLC (company) — Group member
• Len Blavatnik (person) — Associated individual
• Alejandro Moreno (person) — Contact person
• Langhorne S. Perrow (person) — Contact person
• Nicholas (person) — Contact person

FAQ

Key Financial Figures

• $0.001 — me of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securiti
• $10.00 — eferred stock), at a per share price of $10.00 in cash. In two closings in June 2023 a
• $17.00 — eferred stock), at a per share price of $17.00 in cash. AI Upstream funded these purch
• $5 m — of selling expenses, that would exceed $5 million, subject to customary terms and c
• $1 m — e, net of selling expenses, of at least $1 million, subject to customary terms and c

Filing Documents

• d862554dsc13d.htm (SC 13D) — 111KB
• d862554dex991.htm (EX-99.1) — 37KB
• d862554dex993.htm (EX-99.3) — 9KB
• d862554dex994.htm (EX-99.4) — 8KB
• g862554dsp26a.jpg (GRAPHIC) — 3KB
• g862554dsp26b.jpg (GRAPHIC) — 4KB
• 0001193125-24-241045.txt ( ) — 176KB

of this Schedule 13D is incorporated herein by reference

Item 3 of this Schedule 13D is incorporated herein by reference. (d) Not applicable. (e) Not applicable. Item6 Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer Lock-up Agreement In connection with the Issuers initial public offering, on June 10, 2024, AI Upstream entered into a lock-up agreement (the Lock-up Agreement) with J.P. Morgan Securities LLC, TD Securities (USA) LLC, Piper Sandler & Co., and William Blair & Company, L.L.C. Pursuant to the Lock-up Agreement, AI Upstream has agreed that it will not offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any shares of Common Stock or any securities convertible into or exchangeable or exercisable for shares of Common Stock, request or demand that the Issuer file a registration statement related to the Common Stock or enter into any hedging, swap or other agreement or any transaction that transfers, in whole or in part, the economic consequence of ownership of the Common Stock for a period of 180 days following October 9, 2024, the date of the Issuers prospectus filed pursuant to Rule 424(b)(4) with the SEC, without the prior written consent of J.P. Morgan Securities LLC, TD Securities (USA) LLC, Piper Sandler & Co., and William Blair & Company, L.L.C., on behalf of the underwriters, subject to certain exceptions. J.P. Morgan Securities LLC, TD Securities (USA) LLC, Piper Sandler & Co., and William Blair & Company, L.L.C., on behalf of the underwriters, may release all or any portion of the securities subject to the Lock-up Agreement at any time and without notice before the termination of the 180-day period. The foregoing description of the Lock-up Agreement does not purport to be complete and is qualified in its entirety by reference to such, which is filed as an exhibit and

View Full Filing

View this SC 13D filing on SEC EDGAR