AEON Biopharma Flags Non-Reliance on Past Financials
Ticker: AEON · Form: 8-K · Filed: Feb 16, 2024 · CIK: 1837607
Sentiment: bearish
Topics: non-reliance, financial-reporting, internal-controls, material-weakness
TL;DR
**AEON Biopharma just announced their old financial statements can't be trusted due to internal control issues!**
AI Summary
AEON Biopharma, Inc. filed an 8-K on February 16, 2024, reporting that its previously issued financial statements, specifically those related to common stock and warrants, should no longer be relied upon. This non-reliance stems from an event reported on February 14, 2024, indicating a material weakness in internal control over financial reporting. The company, formerly Priveterra Acquisition Corp., is based in Irvine, CA.
Why It Matters
Investors rely on accurate financial statements to make informed decisions; this non-reliance indicates potential inaccuracies that could impact valuation and trust.
Risk Assessment
Risk Level: high — Non-reliance on financial statements indicates a material weakness in internal controls, which can lead to restatements and erode investor confidence.
Key Players & Entities
- AEON Biopharma, Inc. (company) — Registrant filing the 8-K
- Priveterra Acquisition Corp. (company) — Former name of AEON Biopharma, Inc.
- February 14, 2024 (date) — Date of earliest event reported
- February 16, 2024 (date) — Date of 8-K filing
- Irvine, CA (location) — Business address of AEON Biopharma, Inc.
FAQ
What is the primary reason AEON Biopharma, Inc. filed this 8-K?
AEON Biopharma, Inc. filed this 8-K to report non-reliance on previously issued financial statements or a related audit report or completed interim review, specifically due to a material weakness in internal control over financial reporting.
What specific financial instruments are mentioned in relation to the non-reliance?
The filing mentions 'us-gaap:WarrantMember' and 'us-gaap:CommonStockMember' in relation to the non-reliance on financial statements.
When was the earliest event reported that led to this 8-K filing?
The earliest event reported that led to this 8-K filing occurred on February 14, 2024.
What was AEON Biopharma, Inc.'s former company name?
AEON Biopharma, Inc.'s former company name was Priveterra Acquisition Corp., with the name change occurring on December 22, 2020.
What is the business address of AEON Biopharma, Inc.?
The business address of AEON Biopharma, Inc. is 5 Park Plaza, Suite 1750, Irvine, CA 92614.
Filing Stats: 1,309 words · 5 min read · ~4 pages · Grade level 16.2 · Accepted 2024-02-16 16:10:31
Key Financial Figures
- $0.0001 — hich registered Class A Common Stock, $0.0001 par value per share AEON NYSE Ameri
- $22.7 million — 2023 to July 21, 2023) by approximately $22.7 million; and an increase to the income reported
- $6.4 million — to September 30, 2023) by approximately $6.4 million. The impact to correct these items on t
- $6.7 million — onsideration liability by approximately $6.7 million. Certain errors related to items assoc
Filing Documents
- aeon-20240214x8k.htm (8-K) — 43KB
- 0001558370-24-001305.txt ( ) — 229KB
- aeon-20240214.xsd (EX-101.SCH) — 4KB
- aeon-20240214_def.xml (EX-101.DEF) — 14KB
- aeon-20240214_lab.xml (EX-101.LAB) — 16KB
- aeon-20240214_pre.xml (EX-101.PRE) — 14KB
- aeon-20240214x8k_htm.xml (XML) — 7KB
02. Non-Reliance on Previously Issued Financial Statements and Completed Interim Review
Item 4.02. Non-Reliance on Previously Issued Financial Statements and Completed Interim Review. Restatement of Historical Financial Results On February 14, 2024, the Audit Committee of the Board of Directors (the "Audit Committee") of AEON Biopharma, Inc. (the "Company"), based on the recommendation of, and after consultation with, the Company's management, concluded that the Company's previously issued financial statements as of and for the three and nine months ended September 30, 2023, included in the Company's Quarterly Report on Form 10-Q filed on November 13, 2023 (the "Form 10-Q") and its Registration Statement on Form S-1 (File No. 333-274094) filed on November 24, 2023 (as amended, the "Registration Statement"), should no longer be relied upon due to certain errors identified. Similarly, any previously furnished or filed reports, related earnings releases, investor presentations or similar communications describing the Company's financial results for the quarter ended September 30, 2023 should no longer be relied upon. The Company's management and the Audit Committee have discussed the matters described herein with KPMG LLP, the Company's independent registered public accounting firm. The identified errors had no impact on the Company's cash balances or operating cash flows for the quarter ended September 30, 2023. Capitalized terms used but not defined in this Current Report on Form 8-K (this "Form 8-K") have the meanings set forth in the Form 10-Q. The following summarizes the nature and effect of the identified errors: Certain valuation estimates related to the fair value of the contingent consideration liability, convertible notes, stock-based compensation expense, and derivative liabilities were incorrectly calculated. These errors resulted in non-cash corrections to increase the loss reported on the Company's condensed consolidated statements of operations and comprehensive loss for the Predecessor Period (July 1, 2023 to July 21, 2023) and the P