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    SEC Form 15-12G filed by EQRx Inc.

    11/20/23 4:00:52 PM ET
    $EQRX
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $EQRX alert in real time by email
    15-12G 1 d550349d1512g.htm 15-12G 15-12G

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

    FORM 15

     

     

    CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION

    UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934

    OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d)

    OF THE SECURITIES EXCHANGE ACT OF 1934

    Commission File Number: 001-40312

     

     

    EQRX, LLC

    (SUCCESSOR-BY-MERGER TO EQRX, INC.)

    (Exact name of registrant as specified in its charter)

     

     

    50 Hampshire Street

    Cambridge, Massachusetts 02139

    (617) 315-2255

    (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

    Common Stock, par value $0.0001 per share

    Warrants to purchase one share of common stock at an exercise price of $11.50

    (Title of each class of securities covered by this Form)

    None

    (Titles of all other classes of securities for which a duty to file reports under section 13(a) or 15(d) remains)

     

     

    Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:

     

    Rule 12g-4(a)(1)

      ☒

    Rule 12g-4(a)(2)

      ☐

    Rule 12h-3(b)(1)(i)

      ☒

    Rule 12h-3(b)(1)(ii)

      ☐

    Rule 15d-6

      ☐

    Rule 15d-22(b)

      ☐

    Approximate number of holders of record as of the certification or notice date: 1*

     

    *

    On November 9, 2023, Revolution Medicines, Inc., a Delaware corporation (“Revolution Medicines”), completed the previously announced acquisition of EQRx, Inc., a Delaware corporation (“EQRx”), pursuant to the Agreement and Plan of Merger, dated as of July 31, 2023 (the “Merger Agreement”), by and among Revolution Medicines, Equinox Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Revolution Medicines (“Merger Sub I”), Equinox Merger Sub II LLC, a Delaware limited liability company and a direct, wholly owned subsidiary of Revolution Medicines (“Merger Sub II”), and EQRx. Pursuant to the Merger Agreement, Merger Sub I merged with and into EQRx, with EQRx surviving the First Merger as a wholly owned subsidiary of Revolution Medicines (the “First Merger”), and following the First Merger, EQRx merged with and into Merger Sub II, with Merger Sub II surviving the Second Merger as a wholly owned subsidiary of Revolution Medicines with the name “EQRx, LLC” (the “Second Merger”).

    Pursuant to the requirements of the Securities Exchange Act of 1934, EQRx, LLC has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.

     

        EQRX, LLC
        (successor by merger to EQRx, Inc.)
    Date: November 20, 2023     By:   /s/ Jack Anders
          Name: Jack Anders
          Title: Treasurer & Assistant Secretary

     

     

     

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