Sec Form 3 Filing - KKR Genetic Disorder L.P. @ BridgeBio Pharma, Inc. - 2019-06-27

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
KKR Genetic Disorder L.P.
2. Issuer Name and Ticker or Trading Symbol
BridgeBio Pharma, Inc. [ BBIO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
9 WEST 57TH STREET, SUITE 4200
3. Date of Earliest Transaction (MM/DD/YY)
06/27/2019
(Street)
NEW YORK, NY10019
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Preferred Units $ 0 ( 1 ) ( 1 ) ( 1 ) Common Stock 15,859,312 ( 2 ) I See Footnotes ( 5 )
Series C Preferred Units $ 0 ( 1 ) ( 1 ) ( 1 ) Common Stock 8,215,295 ( 3 ) I See Footnotes ( 5 )
Series D Preferred Units $ 0 ( 1 ) ( 1 ) ( 1 ) Common Stock 10,178,954 ( 4 ) I See Footnotes ( 5 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KKR Genetic Disorder L.P.
9 WEST 57TH STREET, SUITE 4200
NEW YORK, NY10019
X
ROBERTS GEORGE R
2800 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
KKR Genetic Disorder GP LLC
9 WEST 57TH STREET, SUITE 4200
NEW YORK, NY10019
X
KKR Management Holdings L.P.
9 WEST 57TH STREET, SUITE 4200
NEW YORK, NY10019
X
KKR Management Holdings Corp
9 WEST 57TH STREET, SUITE 4200
NEW YORK, NY10019
X
KKR Group Holdings Corp.
9 WEST 57TH STREET, SUITE 4200
NEW YORK, NY10019
X
KKR Management LLC
9 WEST 57TH STREET, SUITE 4200
NEW YORK, NY10019
X
KKR & Co. Inc.
9 WEST 57TH STREET, SUITE 4200
NEW YORK, NY10019
X
KRAVIS HENRY R
9 WEST 57TH STREET, SUITE 4200
NEW YORK, NY10019
X
Signatures
KKR GENETIC DISORDER L.P., By: KKR Genetic Disorder GP LLC, its general partner, By: /s/ Terence Gallagher, Name: Terence Gallagher, Title: Attorney-in-fact for William J. Janetschek, Chief Financial Officer 06/27/2019
Signature of Reporting Person Date
KKR GENETIC DISORDER GP LLC, By: /s/ Terence Gallagher, Name: Terence Gallagher, Title: Attorney-in-fact for William J. Janetschek, Chief Financial Officer 06/27/2019
Signature of Reporting Person Date
KKR MANAGEMENT HOLDINGS L.P., By: KKR Management Holdings Corp., its general partner, By: /s/ Terence Gallagher, Name: Terence Gallagher, Title: Attorney-in-fact for William J. Janetschek, Chief Financial Officer 06/27/2019
Signature of Reporting Person Date
KKR MANAGEMENT HOLDINGS CORP., By: /s/ Terence Gallagher, Name: Terence Gallagher, Title: Attorney-in-fact for William J. Janetschek, Chief Financial Officer 06/27/2019
Signature of Reporting Person Date
KKR GROUP HOLDINGS CORP., By: /s/ Terence Gallagher, Name: Terence Gallagher, Title: Attorney-in-fact for William J. Janetschek, Chief Financial Officer 06/27/2019
Signature of Reporting Person Date
KKR & CO. INC., By: /s/ Terence Gallagher, Name: Terence Gallagher, Title: Attorney-in-fact for William J. Janetschek, Chief Financial Officer 06/27/2019
Signature of Reporting Person Date
KKR MANAGEMENT LLC, By: /s/ Terence Gallagher, Name: Terence Gallagher. Title: Attorney-in-fact for William J. Janetschek, Chief Financial Officer 06/27/2019
Signature of Reporting Person Date
HENRY R. KRAVIS, By: /s/ Terence Gallagher, Name: Terence Gallagher, Title: Attorney-in-fact 06/27/2019
Signature of Reporting Person Date
GEORGE R. ROBERTS, By: /s/ Terence Gallagher, Name: Terence Gallagher, Title: Attorney-in-fact 06/27/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Immediately prior to the closing of the Issuer's initial public offering (the "IPO"), all outstanding units in BridgeBio Pharma LLC (the "LLC") will be exchanged for shares of Common Stock, par value $0.001 per share (the "Common Stock"), of the Issuer in an exempt transaction pursuant to Rules 16b-3, 16b-6 and 16b-7 (the "Reorganization"). In connection with the Reorganization, a wholly-owned subsidiary of the Issuer will be merged with and into the LLC, and shares of Common Stock will be allocated to the holders of outstanding units in the LLC pursuant to the distribution provisions of the Fourth Amended and Restated Limited Liability Company Agreement of the LLC, dated November 20, 2018, as amended, based upon the liquidation value of the LLC, assuming it is liquidated immediately prior to the closing of the IPO with a value implied by the IPO price of $17.00 per share. The LLC units have no expiration date.
( 2 )Represents shares of Common Stock issuable in the Reorganization in exchange for Series B Preferred Units in the LLC held by the Reporting Persons.
( 3 )Represents shares of Common Stock issuable in the Reorganization in exchange for Series C Preferred Units in the LLC held by the Reporting Persons.
( 4 )Represents shares of Common Stock issuable in the Reorganization in exchange for Series D Preferred Units in the LLC held by the Reporting Persons.
( 5 )The securities of the Issuer are held by KKR Genetic Disorder L.P. KKR Genetic Disorder GP LLC, as the general partner of KKR Genetic Disorder L.P., KKR Management Holdings L.P., as the sole member of KKR Genetic Disorder GP LLC, KKR Management Holdings Corp., as the general partner of KKR Management Holdings L.P., KKR Group Holdings Corp., as the sole shareholder of KKR Management Holdings Corp., KKR & Co. Inc., as the sole shareholder of KKR Group Holdings Corp., KKR Management LLC, as the Class B common stockholder of KKR & Co. Inc., and Messrs. Henry R. Kravis and George R. Roberts, as the designated members of KKR Management LLC, may be deemed to be the beneficial owners having shared voting and investment power with respect to the shares described above. Each of Messrs. Kravis and Roberts disclaims beneficial ownership of the shares held by KKR Genetic Disorder L.P.

Remarks:
Exhibit 24 - Powers of Attorney

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