0000899243-19-003491.txt : 20190213 0000899243-19-003491.hdr.sgml : 20190213 20190213182453 ACCESSION NUMBER: 0000899243-19-003491 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190213 FILED AS OF DATE: 20190213 DATE AS OF CHANGE: 20190213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: F2 - TPO Investments LLC CENTRAL INDEX KEY: 0001767397 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38811 FILM NUMBER: 19599448 BUSINESS ADDRESS: STREET 1: 160 GREENTREE DRIVE STREET 2: SUITE 101 CITY: DOVER STATE: DE ZIP: 19904 BUSINESS PHONE: 212-490-0060 MAIL ADDRESS: STREET 1: C/O SINGER, MCKEON INC. STREET 2: 8 W 38TH ST SUITE 1001 CITY: NEW YORK STATE: NY ZIP: 10018 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: F2 MG Ltd CENTRAL INDEX KEY: 0001767396 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38811 FILM NUMBER: 19599449 BUSINESS ADDRESS: STREET 1: PO BOX 3175 STREET 2: ROAD TOWN CITY: TORTOLA STATE: D8 ZIP: VG1110 BUSINESS PHONE: 212-490-0060 MAIL ADDRESS: STREET 1: C/O SINGER, MCKEON INC. STREET 2: 8 W 38TH ST SUITE 1001 CITY: NEW YORK STATE: NY ZIP: 10018 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: F2 Captial I 2017 Ltd CENTRAL INDEX KEY: 0001767390 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38811 FILM NUMBER: 19599450 BUSINESS ADDRESS: STREET 1: PO BOX 3175 STREET 2: ROAD TOWN CITY: TORTOLA STATE: D8 ZIP: VG1110 BUSINESS PHONE: 212-490-0060 MAIL ADDRESS: STREET 1: C/O SINGER, MCKEON INC. STREET 2: 8 W 38TH ST SUITE 1001 CITY: NEW YORK STATE: NY ZIP: 10018 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: F2 Bioscience II 2017 Ltd CENTRAL INDEX KEY: 0001767388 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38811 FILM NUMBER: 19599451 BUSINESS ADDRESS: STREET 1: PO BOX 3175 STREET 2: ROAD TOWN CITY: TORTOLA STATE: D8 ZIP: VG1110 BUSINESS PHONE: 212-490-0060 MAIL ADDRESS: STREET 1: C/O SINGER, MCKEON INC. STREET 2: 8 W 38TH ST SUITE 1001 CITY: NEW YORK STATE: NY ZIP: 10018 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: F2 Capital I 2015 Ltd CENTRAL INDEX KEY: 0001767391 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38811 FILM NUMBER: 19599452 BUSINESS ADDRESS: STREET 1: PO BOX 3175 STREET 2: ROAD TOWN CITY: TORTOLA STATE: D8 ZIP: VG1110 BUSINESS PHONE: 212-490-0060 MAIL ADDRESS: STREET 1: C/O SINGER, MCKEON INC. STREET 2: 8 W 38TH ST STE 1001 CITY: NEW YORK STATE: NY ZIP: 10018 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Globeways Holdings Ltd CENTRAL INDEX KEY: 0001600769 STATE OF INCORPORATION: D8 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38811 FILM NUMBER: 19599453 BUSINESS ADDRESS: STREET 1: 3RD FLOOR, GENEVE PLACE STREET 2: WATERFRONT DRIVE, PO BOX 3175 CITY: ROAD TOWN, TORTOLA STATE: D8 ZIP: 00000 BUSINESS PHONE: 617-951-8000 MAIL ADDRESS: STREET 1: 3RD FLOOR, GENEVE PLACE STREET 2: WATERFRONT DRIVE, PO BOX 3175 CITY: ROAD TOWN, TORTOLA STATE: D8 ZIP: 00000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jovan-Embiricos Morana CENTRAL INDEX KEY: 0001575745 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38811 FILM NUMBER: 19599454 MAIL ADDRESS: STREET 1: C/O RADIUS HEALTH, INC. STREET 2: 201 BROADWAY, 6TH FLOOR CITY: BOSTON STATE: MA ZIP: 02139 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 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2019-02-13 0 0001750019 TCR2 THERAPEUTICS INC. TCRR 0001575745 Jovan-Embiricos Morana C/O TCR2 THERAPEUTICS INC. 100 BINNEY STREET CAMBRIDGE MA 02142 1 0 1 0 0001600769 Globeways Holdings Ltd C/O LJ PARTNERSHIP, 8, RUE SAINT-LEGER, GENEVA V8 CH-1205 SWITZERLAND 0 0 1 0 0001767391 F2 Capital I 2015 Ltd C/O LJ PARTNERSHIP, 8, RUE SAINT-LEGER, GENEVA V8 CH-1205 SWITZERLAND 0 0 1 0 0001767388 F2 Bioscience II 2017 Ltd C/O LJ PARTNERSHIP, 8, RUE SAINT-LEGER, GENEVA V8 CH-1205 SWITZERLAND 0 0 1 0 0001767390 F2 Captial I 2017 Ltd C/O LJ PARTNERSHIP, 8, RUE SAINT-LEGER, GENEVA V8 CH-1205 SWITZERLAND 0 0 1 0 0001767396 F2 MG Ltd C/O LJ PARTNERSHIP, 8, RUE SAINT-LEGER, GENEVA V8 CH-1205 SWITZERLAND 0 0 1 0 0001767397 F2 - TPO Investments LLC C/O LJ PARTNERSHIP, 8, RUE SAINT-LEGER, GENEVA V8 CH-1205 SWITZERLAND 0 0 1 0 Series A Preferred Stock Common Stock 1614515 I By Fund Series B Preferred Stock Common Stock 193742 I By Fund Series B Preferred Stock Common Stock 410168 I By Fund Series B Preferred Stock Common Stock 282540 I By Fund Series B Preferred Stock Common Stock 403629 I By Fund Each share of Series A Preferred Stock is convertible into shares of the Issuer's common stock, par value $0.0001 ("Common Stock") on a 6.1938:1 basis. Upon the closing of the Issuer's initial public offering, all shares of Series A Preferred Stock will convert into shares of Common Stock of the Issuer. The Series A Preferred Stock has no expiration date. The reported securities are owned directly by F2 Capital I 2015 Limited. Globeways Holdings Limited is the appointed manager of F2 Capital I 2015 Limited and has sole power to vote upon the acquisition, holding and disposal of all shares held by F2 Capital I 2015 Limited. Morana Jovan-Embiricos is the founding director of Globeways Holdings Limited. LJ Skye Trustees Ltd. has the sole power to vote upon the acquisition, holding and disposal of all shares and warrants held by Globeways Holdings Limited. Each of the reporting persons disclaims beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein. Each share of Series B Preferred Stock is convertible into shares of the Issuer's Common Stock on a 6.1938:1 basis. Upon the closing of the Issuer's initial public offering, all shares of Series B Preferred Stock will convert into shares of Common Stock of the Issuer. The Series B Preferred Stock has no expiration date. The reported securities are owned directly by F2 Bioscience II 2017 Limited. Globeways Holdings Limited is the appointed manager of F2 Bioscience II 2017 Limited and has sole power to vote upon the acquisition, holding and disposal of all shares held by F2 Bioscience II 2017 Limited. Morana Jovan-Embiricos is the founding director of Globeways Holdings Limited. LJ Skye Trustees Ltd. has the sole power to vote upon the acquisition, holding and disposal of all shares and warrants held by Globeways Holdings Limited. Each of the reporting persons disclaims beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein. The reported securities are owned directly by F2 Capital I 2017 Limited. Globeways Holdings Limited is the appointed manager of F2 Capital I 2017 Limited and has sole power to vote upon the acquisition, holding and disposal of all shares held by F2 Capital I 2017 Limited. Morana Jovan-Embiricos is the founding director of Globeways Holdings Limited. LJ Skye Trustees Ltd. has the sole power to vote upon the acquisition, holding and disposal of all shares and warrants held by Globeways Holdings Limited. Each of the reporting persons disclaims beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein. The reported securities are owned directly by F2 MG Limited. Globeways Holdings Limited is the appointed manager of F2 MG Limited and has sole power to vote upon the acquisition, holding and disposal of all shares held by F2 MG Limited. Morana Jovan-Embiricos is the founding director of Globeways Holdings Limited. LJ Skye Trustees Ltd. has the sole power to vote upon the acquisition, holding and disposal of all shares and warrants held by Globeways Holdings Limited. Each of the reporting persons disclaims beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein. The reported securities are owned directly F2-TPO Investments, LLC. Globeways Holdings Limited is the appointed manager of F2-TPO Investments, LLC and has sole power to vote upon the acquisition, holding and disposal of all shares held by F2-TPO Investments, LLC. Morana Jovan-Embiricos is the founding director of Globeways Holdings Limited. LJ Skye Trustees Ltd. has the sole power to vote upon the acquisition, holding and disposal of all shares and warrants held by Globeways Holdings Limited. Each of the reporting persons disclaims beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein. /s/ Morana Jovan-Embiricos 2019-02-13 /s/ Rachel Hingham and Ivan Bedford for Globeways Holdings Limited 2019-02-13 /s/ Rachel Hingham and Ivan Bedford for F2 Capital I 2015 Limited 2019-02-13 /s/ Rachel Hingham and Ivan Bedford for F2 Bioscience II 2017 Limited 2019-02-13 /s/ Rachel Hingham and Ivan Bedford for F2 Capital I 2017 Limited 2019-02-13 /s/ Rachel Hingham and Ivan Bedford for F2 MG Limited 2019-02-13 /s/ Rachel Hingham and Ivan Bedford for F2-TPO Investments, LLC 2019-02-13 EX-24 2 attachment1.htm EX-24 DOCUMENT

                               Power of Attorney

     Know all by these presents, that the undersigned hereby constitutes and
appoints each of Margaret Siegel and Stephen Turkowiak, signing singly, and with
full power of substitution, as the undersigned's true and lawful attorney-in-
fact to:

          (1) execute for and on behalf of the undersigned, in the undersigned's
          capacity as an officer and/or director of TCR2 Therapeutics Inc., a
          Delaware corporation (the "Company"), from time to time the following
          Securities and Exchange Commission (the "SEC") forms: Forms 3, 4, and
          5 in accordance with Section 16(a) of the Securities Exchange Act of
          1934, as amended (the "Exchange Act"), and the rules thereunder;

          (2) do and perform any and all acts for and on behalf of the
          undersigned which may be necessary or desirable to complete and
          execute any such Form 3, 4, or 5, complete and execute any amendment
          or amendments thereto, and timely file such form with the SEC and any
          stock exchange or similar authority; and

          (3) take any other action of any type whatsoever in connection with
          the foregoing which, in the opinion of such attorney-in-fact, may be
          of benefit to, in the best interest of, or legally required by, the
          undersigned, it being understood that the documents executed by such
          attorney-in-fact on behalf of the undersigned pursuant to this Power
          of Attorney shall be in such form and shall contain such terms and
          conditions as such attorney-in-fact may approve in such attorney-in-
          fact's discretion.

     The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, is not assuming, nor
is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act.

     This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact. This Power of Attorney shall expire as to any
individual attorney-in-fact if such attorney-in-fact ceases to be an officer of
the Company. This Power of Attorney may be filed with the SEC as a confirming
statement of the authority granted herein.

     IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 13th day of February, 2019.

          /s/ Morana Jovan-Embiricos
          --------------------------

Printed Name: Morana Jovan-Embiricos