0000899243-23-014140.txt : 20230530
0000899243-23-014140.hdr.sgml : 20230530
20230530215500
ACCESSION NUMBER: 0000899243-23-014140
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230525
FILED AS OF DATE: 20230530
DATE AS OF CHANGE: 20230530
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BCIP Life Sciences Associates, LP
CENTRAL INDEX KEY: 0001702921
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39402
FILM NUMBER: 23978786
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6175162878
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bain Capital Life Sciences Fund, L.P.
CENTRAL INDEX KEY: 0001687968
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39402
FILM NUMBER: 23978788
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-516-2000
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bain Capital Life Sciences Investors, LLC
CENTRAL INDEX KEY: 0001703031
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39402
FILM NUMBER: 23978789
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6175162878
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bain Capital Life Sciences Partners, LP
CENTRAL INDEX KEY: 0001703030
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39402
FILM NUMBER: 23978787
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6175162878
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Annexon, Inc.
CENTRAL INDEX KEY: 0001528115
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 275414423
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1400 SIERRA POINT PARKWAY
STREET 2: BLDG C, SUITE 200
CITY: BRISBANE
STATE: CA
ZIP: 94005
BUSINESS PHONE: (650)-822-5500
MAIL ADDRESS:
STREET 1: 1400 SIERRA POINT PARKWAY
STREET 2: BLDG C, SUITE 200
CITY: BRISBANE
STATE: CA
ZIP: 94005
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2023-05-25
0
0001528115
Annexon, Inc.
ANNX
0001703031
Bain Capital Life Sciences Investors, LLC
200 CLARENDON STREET
BOSTON
MA
02116
0
0
1
0
0001687968
Bain Capital Life Sciences Fund, L.P.
200 CLARENDON STREET
BOSTON
MA
02116
0
0
1
0
0001703030
Bain Capital Life Sciences Partners, LP
200 CLARENDON STREET
BOSTON
MA
02116
0
0
1
0
0001702921
BCIP Life Sciences Associates, LP
200 CLARENDON STREET
BOSTON
MA
02116
0
0
1
0
Common Stock
5401926
I
See footnote
Warrant (right to buy)
5.8069
2022-07-11
2025-06-30
Common Stock
774943
I
See footnote
Pre-Funded Warrant (right to buy)
0.001
2022-07-11
Common Stock
2739475
I
See footnote
Represents 2,940,627 shares of Common Stock held by Bain Capital Life Sciences Fund, L.P. ("BCLS Fund I"), 2,160,298 shares of Common Stock held by BCLS I Investco, LP ("BCLS I Investco") and 301,001 shares of Common Stock held by BCIP Life Sciences Associates, LP ("BCIPLS" and, together with BCLS Fund I and BCLS I Investco, the "Bain Capital Life Sciences Entities").
Represents a warrant to purchase 774,943 shares of Common Stock held by BCLS I Investco.
Represents a pre-funded warrant to purchase 2,739,475 shares of Common Stock held by BCLS I Investco.
BCLS I Investco is prohibited from exercising the warrant to purchase Common Stock referred to in footnote (2) above or the pre-funded warrant to purchase Common Stock referred to in footnote (3) above if the Bain Capital Life Sciences Entities would, in the aggregate, beneficially own more than 9.99% of the total number of shares of Common Stock then issued and outstanding immediately after giving effect to such exercise.
The pre-funded warrant does not expire.
Bain Capital Life Sciences Partners, LP ("BCLSP") is the general partner of BCLS Fund I. As a result, BCLSP may be deemed to share voting and dispositive power with respect to the securities held by BCLS Fund I. BCLSP disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
BCLS I Investco GP, LLC ("BCLS I Investco GP"), whose manager is BCLS Fund I, is the general partner of BCLS I Investco. As a result, each of BCLSP, BCLS Fund I and BCLS I Investco GP may be deemed to share voting and dispositive power with respect to the securities held by BCLS I Investco. Each of BCLSP, BCLS Fund I and BCLS I Investco GP disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
Boylston Coinvestors, LLC is the general partner of BCIPLS.
Bain Capital Life Sciences Investors, LLC ("BCLSI") is the general partner of BCLSP and 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 Bain Capital Life Sciences Entities. BCLSI disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
Bain Capital Life Sciences Investors, LLC, By: /s/ Ricky Sun, Title: Partner
2023-05-30
Bain Capital Life Sciences Fund, L.P., By: Bain Capital Life Sciences Partners, LP, its general partner, By: Bain Capital Life Sciences Investors, LLC, its general partner, By: /s/ Ricky Sun, Title: Partner
2023-05-30
Bain Capital Life Sciences Partners, LP, By: Bain Capital Life Sciences Investors, LLC, its general partner, By: /s/ Ricky Sun, Title: Partner
2023-05-30
BCIP Life Sciences Associates, LP, By: Boylston Coinvestors, LLC, its general partner, By: /s/ Ricky Sun, Title: Authorized Signatory
2023-05-30