0000318989-23-000007.txt : 20230202
0000318989-23-000007.hdr.sgml : 20230202
20230202183051
ACCESSION NUMBER: 0000318989-23-000007
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20230202
FILED AS OF DATE: 20230202
DATE AS OF CHANGE: 20230202
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FIL Ltd
CENTRAL INDEX KEY: 0000318989
FISCAL YEAR END: 0630
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41608
FILM NUMBER: 23582833
BUSINESS ADDRESS:
STREET 1: P.O. BOX H.M. 670
CITY: HAMILTON
STATE: D0
ZIP: 00000
BUSINESS PHONE: 617-563-7000
MAIL ADDRESS:
STREET 1: P.O. BOX H.M. 670
CITY: HAMILTON
STATE: D0
ZIP: 00000
FORMER NAME:
FORMER CONFORMED NAME: FIL LTD
DATE OF NAME CHANGE: 20080213
FORMER NAME:
FORMER CONFORMED NAME: FIDELITY INTERNATIONAL LTD
DATE OF NAME CHANGE: 19920929
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Structure Therapeutics Inc.
CENTRAL INDEX KEY: 0001888886
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 981480821
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 611 GATEWAY BLVD SUITE 223
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
BUSINESS PHONE: (628) 229-9277
MAIL ADDRESS:
STREET 1: 611 GATEWAY BLVD SUITE 223
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
FORMER COMPANY:
FORMER CONFORMED NAME: ShouTi Inc.
DATE OF NAME CHANGE: 20211019
3
1
primary_doc.xml
PRIMARY DOCUMENT
X0206
3
2023-02-02
0
0001888886
Structure Therapeutics Inc.
GPCR
0000318989
FIL Ltd
P.O. BOX H.M. 670
HAMILTON
D0
00000
BERMUDA
0
0
1
1
See Remark 1
Series A Convertible Preferred Shares
Ordinary Shares
4013678
I
Eight Roads Investments
Series A+ Convertible Preferred Shares
Ordinary Shares
620499
I
Eight Roads Investments
Series B Convertible Preferred Shares
Ordinary Shares
452867
I
Eight Roads Investments
Series B-1 Convertible Preferred Shares
Ordinary Shares
179242
I
Eight Roads Investments
Series A Convertible Preferred Shares
Ordinary Shares
71636
I
ERVC Healthcare Advisors IV, LP
Seriers A+ Convertible Preferred Shares
Ordinary Shares
10154
I
ERVC Healthcare Advisors IV, LP
Series B Convertible Preferred Shares
Ordinary Shares
7411
I
ERVC Healthcare Advisors IV, LP
Series B-1 Convertible Preferred Shares
Ordinary Shares
494035
I
ERVC Healthcare V, LP
Series A Convertible Preferred Shares
Ordinary Shares
624239
I
ERVC Healthcare IV, LP
The Series A+, A, B, and B-1 preferred shares are convertible on a 1-for-1 basis into the number of shares of Ordinary Shares as shown in column 3 at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering without payment or further consideration, and have no expiration date.
Remark 1:Eight Roads Shareholdings Limited ("ERSL") and Pandanus Partners, LP ("Pandanus") own shares of Eight Roads Holdings Limited ("ERHL") voting stock. ERHL is the immediate parent company of Eight Roads Investments ("ERI"), which owns the shares being reported on with this Form. While the percentage of total voting power represented by ERSL's and Pandanus' shares of ERHL voting stock may fluctuate due to changes in the total number of shares of ERHL voting stock outstanding from time to time, ERSL's holdings represents more than 50% and Pandanus' holding represents more than 25% and less than 50% of, the total votes which may be cast by all holders of ERHL voting stock. The shares in ERSL are owned primarily by officers and senior employees of FIL Limited and Eight Roads together with several charitable organizations. No such person or organization owns or controls more than 25% of the voting stock in ERSL. Pandanus Associates, Inc. ("PAI") acts as general partner of Pandanus. Pandanus is owned by trusts for the benefit of members of the Johnson family, including ERHL's Chairman Abigail P. Johnson, but disclaims that any such member is a beneficial owner of the securities reported on this form. The address of ERSL, ERHL and ERI is 42 Crow Lane, Hamilton HM19, Bermuda. The address of Pandanus is c/o FIL Limited, 42 Crow Lane, Hamilton HM19, Bermuda. The address of PAI is 11 Keewaydin Drive, Suite 100, Salem, NH, USA, 03079. ERVC Healthcare IV, LP and ERVC Healthcare V, LP (Collectively "ERVC HC") are limited partners. The General Partners of ERVC HC are ERVC Healthcare Advisors V, LP and ERVC Healthcare Advisors IV, LP (collectively "ERVC HCA"). The general partner of ERVC HCA is Eight Roads GP, which is controlled by ERSL.
Remark 2: The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the undersigned are the beneficial owners of any securities reported herein.
Stephanie J. Brown, Duly authorized under Powers of Attorney, by and on behalf of FIL Limited, Eight Roads Shareholdings Limited, and its direct and indirect subsidiaries, Eight Roads Holdings Limited and Eight Roads Investments
2023-02-02
EX-24
2
exhibit24.txt
POA
Exhibit 24
POWER OF ATTORNEY
Effective as of the date hereof, the undersigned does hereby appoint
Stephanie J. Brown, with full power of substitution, as the true and
lawful attorney of the undersigned, with full power and authority to
execute such documents and to make such regulatory or other filings
and amendments thereto as shall from time to time be required pursuant
to the Securities Exchange Act of 1934, as amended, any rules or
regulations adopted thereunder, and such other U.S. and non-U.S. laws,
rules or regulations as shall from time to time be applicable in respect
of the beneficial ownership of securities directly or indirectly
attributable to the undersigned, and generally to do all such things
in the name and on behalf of the undersigned in connection therewith
as said attorney-in-fact deems necessary or appropriate to cause such
filings to be completed and filed.
This Power of Attorney shall remain in full force and effect only for
such time as Stephanie J. Brown shall continue to be an officer of
Fidelity Management & Research Company LLC, provided that,
notwithstanding the foregoing, this Power of Attorney may be revoked
at any time by the undersigned in writing.
This Power of Attorney has been executed as of the 19th day of
December, 2022.
Eight Roads Holding Limited
By /s/ Barclay Simmons
Barclay Simmons
Director
POWER OF ATTORNEY
Effective as of the date hereof, the undersigned does hereby appoint
Stephanie J. Brown, with full power of substitution, as the true
and lawful attorney of the undersigned, with full power and authority to
execute such documents and to make such regulatory or other filings
and amendments thereto as shall from time to time be required pursuant
to the Securities Exchange Act of 1934, as amended, any rules or
regulations adopted thereunder, and such other U.S. and non-U.S. laws,
rules or regulations as shall from time to time be applicable in
respect of the beneficial ownership of securities directly or
indirectly attributable to the undersigned, and generally to do all
such things in the name and on behalf of the undersigned in connection
therewith as said attorney-in-fact deems necessary or appropriate
to cause such filings to be completed and filed.
This Power of Attorney shall remain in full force and effect
only for such time as Stephanie J. Brown shall continue to be an officer
of Fidelity Management & Research Company LLC, provided that,
notwithstanding the foregoing, this Power of Attorney may be
revoked at any time by
the undersigned in writing.
This Power of Attorney has been executed as of the 19th day
of December, 2022.
Eight Roads Investments
By /s/ Driaan Viljoen
Driaan Viljoen
Director
POWER OF ATTORNEY
Effective as of the date hereof, the undersigned does hereby appoint
Stephanie J. Brown, with full power of substitution, as the true
and lawful attorney of the undersigned, with full power and authority to
execute such documents and to make such regulatory or other filings
and amendments thereto as shall from time to time be required pursuant
to the Securities Exchange Act of 1934, as amended, any rules or
regulations adopted thereunder, and such other U.S. and non-U.S. laws,
rules or regulations as shall from time to time be applicable in
respect of the beneficial ownership of securities directly or
indirectly attributable to the undersigned, and generally to do all
such things in the name and on behalf of the undersigned in connection
therewith as said attorney-in-fact deems necessary or appropriate
to cause such filings to be completed and filed.
This Power of Attorney shall remain in full force and effect
only for such time as Stephanie J. Brown shall continue to be an officer
of Fidelity Management & Research Company LLC, provided that,
notwithstanding the foregoing, this Power of Attorney may be
revoked at any time by
the undersigned in writing.
This Power of Attorney has been executed as of the 19th day
of December, 2022.
Eight Roads Shareholdings Limited
By /s/ Barclay Simmons
Barclay Simmons
Director