Royalty Pharma plc
6.90%
29,926,170
1802768
G7709Q104
Apr 29, 2025
May 2, 2025, 06:19 PM
Reporting Persons (2)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| R & H Trust Co. (Guernsey) Limited | CO | 6.90% | 29,926,170 | 29,926,170 | 0 |
| Severgnini Achille G. | Individual | 6.90% | 29,926,170 | 29,926,170 | 0 |
Disclosure Items (3)
Class A Ordinary Shares, par value $0.0001 per share
Royalty Pharma plc
110 East 59th Street, NEW YORK, NY, 10017
Items 5(a) - (c) of the Schedule 13D are hereby amended and restated in its entirety as follows: The aggregate number and percentage of Class A Shares beneficially owned by each Reporting Person and, for each Reporting Person, the number of shares as to which there is 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, or shared power to dispose or to direct the disposition are set forth on rows 7 through 11 and row 13 of the cover pages of this Schedule 13D and are incorporated herein by reference. As of May 2, 2025: (a) MGG Strategic SICAF SIF S.A. - MGG Strategic ("MGG Strategic") directly holds 15,000,000 Class A Shares and (b) GG 1978 SICAF SIF S.A. - GG Strategic ("GG Strategic") directly holds 14,926,170 Class A Shares. Collectively, the Reporting Persons may be deemed to beneficially own an aggregate of 29,926,170 Class A Shares, representing beneficial ownership over 6.9% of the outstanding Class A Shares. The percentage of beneficial ownership in this Schedule 13D is based on an aggregate of 433,444,937 Class A Shares outstanding as of April 9, 2025, as reported in the Issuer's DEFM 14A filed with the Securities and Exchange Commission on April 11, 2025. MGG Strategic is a sub-fund managed and administered by MGG SICAF. A board of directors consisting of M. Germano Giuliani, Achille G. Severgnini, Marco Sterzi and Franco Toscano has voting and dispositive power over the securities managed by MGG SICAF. Each member of the board disclaims beneficial ownership over such shares. MGG SICAF is owned by the MGG Trust of which M. Germano Giuliani is the beneficiary. The MGG Trust is the 100% economic owner of the shares held by MGG Strategic. GG Strategic is a sub-fund managed and administered by GG 1978 SICAF. A board of directors consisting of Giammaria Giuliani, Achille G. Severgnini, Marco Sterzi and Franco Toscano has voting and dispositive power over the securities managed by GG 1978 SICAF. Each member of the board disclaims beneficial ownership over such shares. GG 1978 SICAF is owned by the GG Trust, of which Giammaria Giuliani is the beneficiary (together with the MGG Trust, the "Trusts"). The GG Trust is the 100% economic owner of the shares held by GG Strategic. Each of M. Germano Giuliani and Giammaria Giuliani disclaim beneficial ownership over the shares beneficially owned by MGG Strategic and GG Strategic. The trustee of each of the Trusts is R & H Trust Co. (Guernsey) Limited. The protector of each of the Trusts is Achille G. Severgnini, who has the power to remove and replace the trustee of each the Trusts. Each of R & H Trust Co. (Guernsey) Limited and Mr. Severgnini disclaims beneficial ownership over the shares beneficially owned by the Trusts. Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission that any Reporting Persons are the beneficial owner of the Class A Shares referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose and each of the Reporting Persons expressly disclaims beneficial ownership of such Class A Shares and any assertion or presumption that it or he and the other persons on whose behalf this statement is filed constitute a "group."
See Item 5(a) above.
Except as set forth in this Amendment No. 6 and in Annex B attached hereto as Exhibit 99.2, none of the Reporting Persons has effected any transaction in Class A Shares in the prior 60 days.
Item 7 of the Schedule 13D is hereby amended and supplemented as follows: Exhibit No. Description 99.2 Annex B Purchases of Class A Common Stock during the prior 60 days* *filed herewith