Carlyle Group Files 13D/A Amendment for OnKure Therapeutics
Ticker: OKUR · Form: SC 13D/A · Filed: Oct 10, 2024 · CIK: 1637715
Sentiment: neutral
Topics: ownership-change, amendment, pharmaceuticals
Related Tickers: ONCR
TL;DR
Carlyle Group updated its stake in OnKure Therapeutics, Inc. (ONCR) on 10/10/24.
AI Summary
Carlyle Group Inc. has filed an amendment to its Schedule 13D, indicating a change in its beneficial ownership of OnKure Therapeutics, Inc. as of October 10, 2024. The filing details the group members involved in this ownership, including various Abingworth and Carlyle entities. OnKure Therapeutics, Inc. is a pharmaceutical preparations company.
Why It Matters
This filing signals a potential shift in control or significant investment activity by Carlyle Group in the pharmaceutical sector, specifically within OnKure Therapeutics.
Risk Assessment
Risk Level: medium — Schedule 13D filings often precede significant corporate actions or changes in control, which can introduce volatility.
Key Players & Entities
- Carlyle Group Inc. (company) — Filing entity
- OnKure Therapeutics, Inc. (company) — Subject company
- Abingworth Bioventures 8 LP (company) — Group member
- Abingworth LLP (company) — Group member
- Carlyle Genesis UK LLC (company) — Group member
FAQ
What specific change in beneficial ownership is reported in this SC 13D/A filing?
The filing is an amendment to a Schedule 13D, indicating a change in beneficial ownership, but the specific percentage or number of shares acquired or disposed of is not detailed in the provided header information.
Who are the primary entities involved in this filing?
The primary entities are Carlyle Group Inc. as the filer and OnKure Therapeutics, Inc. as the subject company. Several Abingworth and Carlyle entities are listed as group members.
What is the business of OnKure Therapeutics, Inc.?
OnKure Therapeutics, Inc. operates in the Pharmaceutical Preparations industry, with SIC code 2834.
When was the date of the change in ownership reported?
The date as of the change is reported as October 10, 2024.
What is the former name of OnKure Therapeutics, Inc.?
The former name of OnKure Therapeutics, Inc. was Reneo Pharmaceuticals, Inc., with a name change date of March 25, 2015.
Filing Stats: 2,783 words · 11 min read · ~9 pages · Grade level 10 · Accepted 2024-10-10 16:30:59
Key Financial Figures
- $0.0001 — suer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securiti
Filing Documents
- d889611dsc13da.htm (SC 13D/A) — 185KB
- d889611dex996.htm (EX-99.6) — 12KB
- 0001193125-24-235952.txt ( ) — 198KB
of the Schedule 13D is hereby amended and restated in its entirety as follows
Item 1 of the Schedule 13D is hereby amended and restated in its entirety as follows: This statement on Schedule 13D (the Schedule 13D) relates to the Class A Common Stock, par value $0.0001 per share (Class A Common Stock), of OnKure Therapeutics, Inc. (the Issuer), formerly known as Reneo Pharmaceuticals, Inc. (Reneo), a Delaware corporation, whose principal executive offices are located at 18575 Jamboree Road, Suite 275-S, Irvine, CA 92612. Item4. Purpose of Transaction.
of the Schedule 13D is hereby amended and supplemented as follows
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: OnKure Merger On October 4, 2024 (the Closing Date), Reneo consummated a merger pursuant to the terms of the Agreement and Plan of Merger, dated as of May 10, 2024 (the Merger Agreement), by and among Reneo, Radiate Merger Sub I, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Reneo, Radiate Merger Sub II, LLC, a Delaware limited liability company and a direct, wholly owned subsidiary of Reneo, and OnKure, Inc., a Delaware corporation (Legacy OnKure). Pursuant to the Merger Agreement, on the Closing Date, (i) Reneo effected a reverse stock split of Reneos issued common stock at a ratio of 1:10, (ii) Reneo changed its name to OnKure Therapeutics, Inc., (iii) Reneo reclassified all of its common stock as Class A Common Stock, and (iv) Radiate Merger Sub I, Inc. merged with and into Legacy OnKure (the Merger), with Legacy OnKure as the surviving company in the Merger and, after giving effect to such Merger, Legacy OnKure became a wholly owned subsidiary of the Issuer. In connection with the closing of the Merger, Dr. Muralidhar resigned from the Issuers Board of Directors. CUSIP No. 68277Q105 13D Page 12 of 15 pages Item5. Interest in Securities of the Issuer.
of the Schedule 13D is hereby amended and restated in its entirety as follows
Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows: (a) (b) The following sets forth, as of the date of this Schedule 13D, the aggregate number of shares of Class A Common Stock and percentage of Class A Common Stock beneficially owned by each of the Reporting Persons, as well as the number of shares of Class A Common Stock as to which each Reporting Person has the sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition of, or shared power to dispose or to direct the disposition of, as of the date hereof, based on 12,652,811 shares of Class A Common Stock outstanding as of the closing of the Merger. Reporting Person Amount beneficially owned Percent of class Sole power to vote or to direct the vote Shared power to vote or to direct the vote Sole power to dispose or to direct the disposition Shared power to dispose or to direct the disposition The Carlyle Group Inc. 273,045 2.2 % 0 273,045 0 273,045 Carlyle Holdings I GP Inc. 273,045 2.2 % 0 273,045 0 273,045 Carlyle Holdings I GP Sub L.L.C. 273,045 2.2 % 0 273,045 0 273,045 Carlyle Holdings I L.P. 273,045 2.2 % 0 273,045 0 273,045 CG Subsidiary Holdings L.L.C. 273,045 2.2 % 0 273,045 0 273,045 TC Group, L.L.C. 273,045 2.2 % 0 273,045 0 273,045 Carlyle Investment Management L.L.C. 273,045 2.2 % 0 273,045 0 273,045 Carlyle Genesis UK LLC 273,045 2.2 % 0 273,045 0 273,045 Abingworth LLP 273,045 2.2 % 0 273,045 0 273,045 Abingworth Bioventures 8 LP 273,045 2.2 % 0 273,045 0 273,045 Includes (i) 269,895 shares of Class A Common Stock held of record by Abingworth Bioventures 8 LP and (ii) 3,150 shares of Class A Common Stock underlying stock options exercisable within 60 days of the date hereof. The Carlyle Group Inc., which is a pub
of the Schedule 13D is hereby amended and supplemented as follows
Item 7 of the Schedule 13D is hereby amended and supplemented as follows: Exhibit Number Description 6 Power of Attorney. CUSIP No. 68277Q105 13D Page 14 of 15 pages
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date : October 10, 2024 The Carlyle Group Inc. By: /s/ Anne Frederick, attorney-in-fact Name: John C. Redett Title: Chief Financial Officer Carlyle Holdings I GP Inc. By: /s/ Anne Frederick, attorney-in-fact Name: John C. Redett Title: Managing Director and Chief Financial Officer Carlyle Holdings I GP Sub L.L.C. By: Carlyle Holdings I GP Inc., its sole member By: /s/ Anne Frederick, attorney-in-fact Name: John C. Redett Title: Managing Director and Chief Financial Officer Carlyle Holdings I L.P. By: /s/ Anne Frederick, attorney-in-fact Name: John C. Redett Title: Managing Director CG Subsidiary Holdings L.L.C. By: /s/ Anne Frederick, attorney-in-fact Name: John C. Redett Title: Managing Director TC Group, L.L.C. By: /s/ Anne Frederick, attorney-in-fact Name: John C. Redett Title: Managing Director CUSIP No. 68277Q105 13D Page 15 of 15 pages Carlyle Investment Management L.L.C. By: /s/ Anne Frederick, attorney-in-fact Name: John C. Redett Title: Chief Financial Officer Carlyle Genesis UK LLC By: Carlyle Investment Management L.L.C., its sole member By: /s/ Anne Frederick, attorney-in-fact Name: John C. Redett Title: Chief Financial Officer Abingworth LLP By: /s/ John Heard Name: John Heard Title: Authorized Signatory Abingworth Bioventures 8 LP By: /s/ John Heard Name: John Heard Title: Authorized Signatory