SC 13G/A: Milestone Pharmaceuticals Inc.
Ticker: MIST · Form: SC 13G/A · Filed: Feb 14, 2024 · CIK: 1408443
Sentiment: neutral
Topics: sc-13g-a
AI Summary
SC 13G/A filing by Milestone Pharmaceuticals Inc..
Risk Assessment
Risk Level: low
Filing Stats: 1,653 words · 7 min read · ~6 pages · Grade level 9 · Accepted 2024-02-14 07:10:54
Filing Documents
- p24-0518sc13ga.htm (SC 13G/A) — 63KB
- 0000902664-24-001547.txt ( ) — 65KB
(a)
Item 1(a). NAME OF ISSUER: The name of the issuer is Milestone Pharmaceuticals Inc. (the " Company ").
(b)
Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: The Company's principal executive offices are located at 111 Dr. Frederik-Philips Boulevard, Suite 420, Montreal, Quebec, CA H4M 2X6.
(a)
Item 2(a). NAME OF PERSON FILING: This statement is filed by: (i) RTW Investments, LP (" RTW Investments "), a Delaware limited partnership, and the investment adviser to certain funds (the " RTW Funds "), with respect to the Shares (as defined in Item 2(d) below) directly held by (and Shares underlying warrants and convertible notes held by) the RTW Funds; and (ii) Roderick Wong, M.D. (" Dr. Wong "), the Managing Partner and Chief Investment Officer of RTW Investments, with respect to the Shares directly held by (and Shares underlying warrants and convertible notes held by) the RTW Funds. The foregoing persons are hereinafter sometimes collectively referred to as the " Reporting Persons ." The filing of this statement should not be construed as an admission that any of the forgoing persons or any Reporting Person is, for the purposes of Section 13 of the Act, the beneficial owner 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 40 10 th Avenue, Floor 7, New York, New York 10014.
(c)
Item 2(c). CITIZENSHIP: RTW Investments is a Delaware limited partnership. Dr. Wong is a citizen of the United States.
(d)
Item 2(d). TITLE OF CLASS OF SECURITIES: Common Shares, no par value per share (the " Shares ").
(e)
Item 2(e). CUSIP NUMBER: 59935V107 CUSIP No. 59935V107 13G/A Page 5 of 7 Pages Item 3. IF THIS STATEMENT IS FILED PURSUANT TO §§ 240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: (a) ¨ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); (b) ¨ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); (c) ¨ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) x Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) ¨ Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) x Parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) ¨ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) ¨ Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); (j) ¨ 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: Item 4. The information required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover page for each of the Reporting Persons and is incorporated herein by reference. The percentages set forth herein are calculated based upon 33,483,111 Shares outstanding as of November 13, 2023 as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023, filed with the Securities and Exchange Commission on November 13, 2023, and assumes the exercise or conversion of the Securities (as defined below) held by the RTW Funds, subject
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certify that the information set forth in this statement is true, complete and correct. DATED: February 14, 2024 RTW INVESTMENTS, LP By: /s/ Roderick Wong, M.D. Name: Roderick Wong, M.D. Title: Managing Partner /s/ Roderick Wong, M.D. RODERICK WONG, M.D.