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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Metacrine Inc | NASDAQ:MTCR | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.4949 | 0.4601 | 0.475 | 0 | 01:00:00 |
Item 1. | Security and Issuer |
This statement relates to the common shares, $0.0001 par value (the “Common Stock”), of Metacrine, Inc. (the “Issuer”), having its principal executive office at 4225 Executive Square, Suite 600., San Diego, CA 92037. |
Item 2. | Identity and Background |
(a) | This statement is being filed by BML Investment Partners, L.P., a Delaware limited partnership, and Braden M. Leonard. BML Capital Management, LLC, an Indiana limited liability company, is the general partner to BML Investment Partners, L.P. Braden M. Leonard is the sole managing member of the general partner.
BML Investment Partners, L.P. - The business address of BML Investment Partners, L.P. is 65 E Cedar – Suite 2, Zionsville, IN 46077. The principal business of BML Investment Partners, L.P. is to purchase, sell, trade and invest in securities. BML Capital Management, LLC - The business address of BML Capital Management, LLC is 65 E Cedar – Suite 2, Zionsville, IN 46077. The principal business of BML Capital Management, LLC is to serve as the general partner to BML Investment Partners, L.P. Braden M. Leonard – Mr. Leonard’s business address is 65 E Cedar – Suite 2, Zionsville, IN 46077. Mr. Leonard’s principal business is to serve as managing member of BML Capital Management, LLC. |
(b) | 65 E Cedar – Suite 2, Zionsville, IN 46077 |
(c) | The principal business of BML Investment Partners, L.P. is to purchase, sell, trade and invest in securities.
The principal business of BML Capital Management, LLC, is to serve as the general partner to BML Investment Partners, L.P. Mr. Leonard’s principal business is to serve as managing member of BML Capital Management, LLC. |
(d) | During the past five years, none of BML Investment Partners, L.P., BML Capital Management, LLC or Braden M. Leonard have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or a party to a civil proceeding of a judicial or administrative body of competent jurisdiction where as a result of such proceeding BML Investment Partners, L.P., BML Capital Management, LLC or Braden M. Leonard was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
(e) | During the past five years, none of BML Investment Partners, L.P., BML Capital Management, LLC or Braden M. Leonard have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or a party to a civil proceeding of a judicial or administrative body of competent jurisdiction where as a result of such proceeding BML Investment Partners, L.P., BML Capital Management, LLC or Braden M. Leonard was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws |
(f) | Braden M. Leonard is a citizen of the United States of America. |
Item 3. |
Source
and Amount of Funds or Other Consideration
|
BML Investment Partners, L.P. holds 5,888,965 shares of Common Stock which were acquired using working capital.
Braden M. Leonard holds 600,000 shares of Common Stock which were acquired using |
Item 4. |
Purpose
of Transaction
|
The Reporting Persons purchased the Shares based on the Reporting Persons’ belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase or sale of Shares desirable, the Reporting Persons may endeavor to increase or decrease their position in the Issuer through, among other things, the purchase or sale of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable.
The Reporting Persons plan to vote AGAINST the proposed merger with Equillium,Inc, unless the collar is adjusted to reflect the current Equillium share price. No Reporting Person has any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein or such as would occur upon or in connection with completion of, or following, any of the actions discussed herein. Depending on various factors including, without limitation, the Issuer’s financial position and investment strategy, the price levels of the Shares, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, engaging in communications with management and the board of directors of the Issuer (the “Board”), engaging in discussions with stockholders of the Issuer or third parties, including potential acquirers and service providers about the Issuer and the Reporting Persons’ investment, making proposals to the Issuer concerning changes to the capital allocation strategy, capitalization, ownership structure, including an alternative sale of the Issuer as a whole or in parts, Board structure (including Board composition) or operations of the Issuer, purchasing additional Shares, selling some or all of their Shares, engaging in short selling of or any hedging or similar transaction with respect to the Shares, or changing their intention with respect to any and all matters referred to in Item |
(a) | See above. |
(b) | See above. |
(c) | See above. |
(d) | See above. |
(e) | See above. |
(f) | See above. |
(g) | See above. |
(h) | See above. |
(i) | See above. |
(j) | See above. |
Item 5. |
Interest
in Securities of the Issuer
|
(a) | As of Dec 8, 2022, BML Investment Partners owns 5,888,965 shares of the issuer, which represents 13.8% of the shares outstanding.
As of Dec 8, 2022, Braden M Leonard owns 6,488,956 shares of the issuer, which represents 15.2% of the shares outstanding. |
(b) | Mr. Leonard has sole voting power over 600,000 shares, sole dispositive power over 600,000 shares, shared voting power over 5,888,965 shares and shared dispositive power over 5,888,965 shares.
BML Investment Partners, L.P. has sole voting power over 0 shares, sole dispositive power over 0 shares, shared voting power over 5,888,965 shares and shared dispositive power over 5,888,965 shares. |
(c) | See below. |
Transaction Date | Shares or Units Purchased (Sold) | Price Per Share or Unit |
09/08/2022
10/24/2022 10/25/2022 10/26/2022 10/27/2022 10/28/2022 11/07/2022 11/08/2022 11/09/2022 | 150,000
174,354 499,279 588,533 767,507 45,022 123,954 500 39,816 | 0.50
0.35 0.36 0.36 0.40 0.41 0.43 0.41 0.40 |
(d) | No. |
(e) | N/A |
Item 6. |
Contracts,
Arrangements, Understandings or Relationships with Respect to Securities
of the Issuer
|
None. |
Item 7. |
Material
to Be Filed as Exhibits
|
None. |
BML Capital Management, LLC | |||
December 08, 2022 | By: |
/s/
Braden M Leonard | |
Managing Member | |||
December 08, 2022 | By: |
/s/
Braden M Leonard | |
1 Year Metacrine Chart |
1 Month Metacrine Chart |
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