Sec Form 13G Filing - Access Industries Holdings LLC filing for Verona Pharma plc (VRNA) - 2023-02-09

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The CUSIP number is for the American Depositary Shares that trade on the NASDAQ Global Market, each representing eight ordinary shares. No CUSIP number has been assigned to the ordinary shares.

  NAMES OF REPORTING PERSONS

  AI Biotechnology LLC

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)  ☐        (b)  ☐

  SEC USE ONLY:

  CITIZENSHIP OR PLACE OF ORGANIZATION:

  State of Delaware

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

  SOLE VOTING POWER:

  0

  SHARED VOTING POWER:

  32,946,296

  SOLE DISPOSITIVE POWER:

  0

  SHARED DISPOSITIVE POWER:

  32,946,296

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

  32,946,296

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

  ☐

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

  5.45%⁽¹⁾

  TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

  OO (Limited Liability Company)

Based on 604,980,598 of the Issuer’s ordinary shares outstanding as of November 3, 2022, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on November 9, 2022.

  NAMES OF REPORTING PERSONS

  Access Industries Holdings LLC

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)  ☐        (b)  ☐

  SEC USE ONLY:

  CITIZENSHIP OR PLACE OF ORGANIZATION:

  State of Delaware

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

  SOLE VOTING POWER:

  0

  SHARED VOTING POWER:

  32,946,296

  SOLE DISPOSITIVE POWER:

  0

  SHARED DISPOSITIVE POWER:

  32,946,296

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

  32,946,296

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

  ☐

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

  5.45%⁽¹⁾

  TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

  OO (Limited Liability Company)

Based on 604,980,598 of the Issuer’s ordinary shares outstanding as of November 3, 2022, as reported in the Issuer’s Form 10-Q filed with the SEC on November 9, 2022.

  NAMES OF REPORTING PERSONS

  Access Industries Management, LLC

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)  ☐        (b)  ☐

  SEC USE ONLY:

  CITIZENSHIP OR PLACE OF ORGANIZATION:

  State of Delaware

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

  SOLE VOTING POWER:

  0

  SHARED VOTING POWER:

  32,946,296

  SOLE DISPOSITIVE POWER:

  0

  SHARED DISPOSITIVE POWER:

  32,946,296

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

  32,946,296

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

  ☐

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

  5.45%⁽¹⁾

  TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

  OO (Limited Liability Company)

Based on 604,980,598 of the Issuer’s ordinary shares outstanding as of November 3, 2022, as reported in the Issuer’s Form 10-Q filed with the SEC on November 9, 2022.

  NAMES OF REPORTING PERSONS

  Len Blavatnik

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)  ☐        (b)  ☐

  SEC USE ONLY:

  CITIZENSHIP OR PLACE OF ORGANIZATION:

  United States of America

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

  SOLE VOTING POWER:

  0

  SHARED VOTING POWER:

  32,946,296

  SOLE DISPOSITIVE POWER:

  0

  SHARED DISPOSITIVE POWER:

  32,946,296

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

  32,946,296

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

  ☐

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

  5.45%⁽¹⁾

  TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

  IN

Based on 604,980,598 of the Issuer’s ordinary shares outstanding as of November 3, 2022, as reported in the Issuer’s Form 10-Q filed with the SEC on November 9, 2022.

Name of Issuer:

Address of Issuer’s Principal Executive Offices:

Name of Person Filing:

Address of Principal Business Office or, if none, Residence:

Citizenship:

Title of Class of Securities:

CUSIP Number:

If this statement is filed pursuant to §§ 240 .13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

Ownership

Amount beneficially owned:

Percent of class:

Number of shares as to which the person has:

Sole power to vote or to direct the vote:

Shared power to vote or to direct the vote:

Sole power to dispose or to direct the disposition:

Shared power to dispose or to direct the disposition:

Ownership of Five Percent or Less of a Class.

Ownership of More than Five Percent on Behalf of Another Person.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the parent Holding Company or Control Person.

Identification and Classification of Members of the Group.

Notice of Dissolution of Group.

Certifications.

The undersigned, by signing his name hereto, executes this Schedule 13G pursuant to the Power of Attorney executed on behalf of Mr. Blavatnik (filed as Exhibit 99.2 to his Schedule 13G related to the common stock of Pandion Therapeutics, Inc. filed on July 24, 2020).