Aclarion, Inc. Files for IPO

TL;DR

Aclarion (fka Nocimed) is filing for IPO, get ready for some new shares.

AI Summary

Aclarion, Inc. filed an S-1 form on October 25, 2024, indicating its intention to go public. The company, formerly known as Nocimed, Inc., is based in Broomfield, Colorado, and operates in the medical laboratories sector. This filing is a crucial step in their process to offer shares to the public, though specific financial details and offering amounts are not yet disclosed in this header information.

Why It Matters

This S-1 filing marks Aclarion's formal entry into the public markets, signaling a significant growth phase and potential for increased investment in its medical laboratory services.

Risk Assessment

Risk Level: medium — As an S-1 filing, it represents a company in the process of going public, which inherently carries market and execution risks not yet fully quantified.

Key Players & Entities

• Aclarion, Inc. (company) — Filer of the S-1 document
• Nocimed, Inc. (company) — Former name of Aclarion, Inc.
• Broomfield, Colorado (location) — Company's business and mailing address
• 8071 (other) — Standard Industrial Classification code for Medical Laboratories

FAQ

Key Financial Figures

• $0.00001 — 0 shares of our common stock, par value $0.00001 per share. As of the date of this filin
• $7.1 million — wever, we may receive proceeds of up to $7.1 million from the sale of our common stock to th
• $0.195 — orted on the Nasdaq Capital Market, was $0.195 per share. Our warrants offered in conn
• $0.0281 — Capital Market on October 21, 2024 was $0.0281 per IPO Warrant. We have received defi
• $1.00 — nimum bid price requirement of at least $1.00 per share (the "Bid Price Requirement")
• $2,500,000 — ) and (ii) requirement to have at least $2,500,000 in stockholders' equity (the "Stockhold
• $1,642,177 — ompany reported stockholders' equity of $1,642,177, and, as a result, did not satisfy List
• $134.5B — ts. Aclarion's technology addresses the $134.5B U.S. low back and neck pain market, whi
• $150 million — logies selected to participate in their $150 million Back Pain Consortium (BACPAC) Research

Filing Documents

• aclarion_s1.htm (S-1) — 2589KB
• aclarion_ex0501.htm (EX-5.1) — 10KB
• aclarion_ex2301.htm (EX-23.1) — 2KB
• aclarion_ex2302.htm (EX-23.2) — 2KB
• aclarion_ex107.htm (EX-FILING FEES) — 20KB
• 0001683168-24-007397.txt ( ) — 6922KB
• acon-20240630.xsd (EX-101.SCH) — 49KB
• acon-20240630_cal.xml (EX-101.CAL) — 49KB
• acon-20240630_def.xml (EX-101.DEF) — 162KB
• acon-20240630_lab.xml (EX-101.LAB) — 310KB
• acon-20240630_pre.xml (EX-101.PRE) — 270KB
• aclarion_s1_htm.xml (XML) — 690KB

Risk Factors

Risk Factors 18 Information Regarding Forward-Looking Statements 62 The White Lion Transaction 63

Use of Proceeds

Use of Proceeds 64 Dividend Policy 65 Market Price of and Dividends on Common Equity and Related Stockholder Matters 65

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 66

Business

Business 77 Management, Governance, Director Compensation, Executive Compensation 105 Certain Relationships and Related Party Transactions 116 Principal Stockholders 117

Description of Capital Stock

Description of Capital Stock 118 Selling Securityholder 123 Plan of Distribution 124 Legal Matters 126 Experts 126 Where You Can Find More Information 126 Index to Financial Statements F-1 ii ABOUT THIS PROSPECTUS The registration statement we filed with the Securities and Exchange Commission (the "SEC") includes exhibits that provide more detail of the matters discussed in this prospectus. You should read this prospectus, the related exhibits filed with the SEC, and the documents incorporated by reference herein before making your investment decision. You should rely only on the information provided in this prospectus and the documents incorporated by reference herein or any amendment thereto. You should not assume that the information contained in this prospectus or any related free writing prospectus is accurate on any date subsequent to the date set forth on the front of the document or that any information we have incorporated by reference herein is correct on any date subsequent to the date of the document incorporated by reference, even though this prospectus or any related free writing prospectus is delivered, or securities are sold, on a later date. This prospectus contains or incorporates by reference summaries of certain provisions contained in some of the documents described herein, but reference is made to the actual documents for complete information. All of the summaries are qualified in their entirety by the actual documents. Copies of some of the documents referred to herein have been filed or have been incorporated by reference as exhibits to the registration heading " Where You Can Find More Information ." You should rely only on the information that we have included or incorporated by reference in this prospectus and any related free writing prospectus that we may authorize to be provide

View Full Filing

View this S-1 filing on SEC EDGAR