0001209191-23-034346.txt : 20230605
0001209191-23-034346.hdr.sgml : 20230605
20230605163726
ACCESSION NUMBER: 0001209191-23-034346
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230601
FILED AS OF DATE: 20230605
DATE AS OF CHANGE: 20230605
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BioImpact Capital LLC
CENTRAL INDEX KEY: 0001687078
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38811
FILM NUMBER: 23993111
BUSINESS ADDRESS:
STREET 1: 399 BOYLSTON STREET, SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6174259200
MAIL ADDRESS:
STREET 1: 399 BOYLSTON STREET, SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: MPM Oncology Impact Management LP
DATE OF NAME CHANGE: 20161007
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: UBS Oncology Impact Fund L.P.
CENTRAL INDEX KEY: 0001691428
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38811
FILM NUMBER: 23993113
BUSINESS ADDRESS:
STREET 1: 450 KENDALL STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-425-9200
MAIL ADDRESS:
STREET 1: 450 KENDALL STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Oncology Impact Fund (Cayman) Management L.P.
CENTRAL INDEX KEY: 0001721036
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38811
FILM NUMBER: 23993112
BUSINESS ADDRESS:
STREET 1: 450 KENDALL STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 6174259200
MAIL ADDRESS:
STREET 1: 450 KENDALL STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TCR2 THERAPEUTICS INC.
CENTRAL INDEX KEY: 0001750019
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 474152751
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 100 BINNEY STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-949-5200
MAIL ADDRESS:
STREET 1: 100 BINNEY STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
4
1
doc4.xml
FORM 4 SUBMISSION
X0407
4
2023-06-01
1
0001750019
TCR2 THERAPEUTICS INC.
TCRR
0001691428
UBS Oncology Impact Fund L.P.
C/O MPM CAPITAL
399 BOYLSTON STREET, SUITE 1100
BOSTON
MA
02116
0
0
1
0
0001721036
Oncology Impact Fund (Cayman) Management L.P.
C/O MPM CAPITAL
399 BOYLSTON STREET, SUITE 1100
BOSTON
MA
02116
0
0
1
0
0001687078
BioImpact Capital LLC
C/O MPM CAPITAL
399 BOYLSTON STREET, SUITE 1100
BOSTON
MA
02116
0
0
1
0
0
Common Stock
2023-06-01
4
J
0
3370982
0.00
D
0
D
This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated as of March 5, 2023, by and among TCR2 Therapeutics Inc. (the "Company"), Adaptimmune Therapeutics plc ("Parent") and CM Merger Sub, Inc., an indirect wholly-owned subsidiary of Parent ("Merger Sub"), as amended by that certain Amendment No. 1 to the Agreement and Plan of Merger, dated April 5, 2023, by and among the Company, Parent and Merger Sub (the "Merger Agreement"), pursuant to which Merger Sub merged with and into the Company (the "Merger") with the Company surviving the Merger as an indirect wholly-owned subsidiary of Parent effective as of June 1, 2023 (the "Effective Time").
At the Effective Time, each issued and outstanding share of common stock of the Company (each, a "Share") (excluding any Shares held in treasury of the Company or owned, directly or indirectly, by Parent or Merger Sub immediately prior to the Effective Time) was cancelled and converted into the right to receive 1.5117 (the "Exchange Ratio") American Depositary Shares of Parent ("Parent ADS") representing six ordinary shares of Parent ("Parent Ordinary Shares").
The reported securities were held in the account of UBS Oncology Impact Fund L.P. ("UBS Oncology"). BioImpact Capital LLC ("BioImpact") is the General Partner of Oncology Impact Fund (Cayman) Management L.P., the General Partner of UBS Oncology. Ansbert Gadicke is the managing partner of BioImpact.
The Reporting Persons disclaim beneficial ownership of the securities except to the extent of their respective pecuniary interests therein.
/s/ Ansbert Gadicke, managing partner of BioImpact LLC, the general partner of Oncology Impact Fund (Cayman) Management L.P., the GP of UBS Oncology Impact Fund L.P.
2023-06-05
/s/ Ansbert Gadicke, managing partner of BioImpact Capital LLC, the general partner of Oncology Impact Fund (Cayman) Management L.P.
2023-06-05
/s/ Ansbert Gadicke, managing partner of BioImpact Capital LLC
2023-06-05