AIM ImmunoTech Inc. Files S-1 Registration Statement

TL;DR

<b>AIM ImmunoTech Inc. has filed an S-1 registration statement with the SEC, indicating a potential offering of securities.</b>

AI Summary

AIM ImmunoTech Inc. (AIM) filed a IPO Registration (S-1) with the SEC on April 19, 2024. AIM ImmunoTech Inc. filed an S-1 registration statement with the SEC on April 19, 2024. The filing indicates the company is a smaller reporting company and a non-accelerated filer. The principal executive offices are located at 2117 SW Highway 484, Ocala, FL 34473. The company's telephone number is (352) 448-7797. The filing is for registration of securities under the Securities Act of 1933.

Why It Matters

For investors and stakeholders tracking AIM ImmunoTech Inc., this filing contains several important signals. This S-1 filing is a prerequisite for offering securities to the public, suggesting potential future capital raising activities or stock sales by existing shareholders. As a smaller reporting company and non-accelerated filer, AIM ImmunoTech Inc. may have different disclosure requirements and regulatory scrutiny compared to larger entities.

Risk Assessment

Risk Level: low — AIM ImmunoTech Inc. shows low risk based on this filing. The filing is a standard S-1 registration statement, which is a procedural step for public companies and does not inherently indicate positive or negative financial performance or market outlook.

Analyst Insight

Monitor future filings for details on the proposed offering, including the number of shares, price, and use of proceeds, to assess the impact on the company's capital structure and valuation.

Key Numbers

• 2024-04-19 — Filing Date (Date the S-1 registration statement was filed)
• 333-278839 — SEC File Number (SEC file number associated with the registration)
• 2836 — SIC Code (Standard Industrial Classification code for the company)
• 52-0845822 — IRS Number (IRS Employer Identification Number)

Key Players & Entities

• AIM ImmunoTech Inc. (company) — Registrant name
• Securities and Exchange Commission (regulator) — Filing recipient
• 2117 SW Highway 484 (location) — Principal executive offices address
• Ocala (location) — City of principal executive offices
• FL (location) — State of principal executive offices
• 34473 (location) — ZIP code of principal executive offices
• Thomas K. Equels (person) — Chief Executive Officer
• Silverman, Shin & Schneider PLLC (company) — Legal counsel

FAQ

Industry Context

AIM ImmunoTech Inc. operates in the biotechnology sector, focusing on the development of treatments for cancer and immune-related diseases.

Regulatory Implications

The S-1 filing is a regulatory requirement under the Securities Act of 1933 for companies intending to offer securities to the public.

What Investors Should Do

1. Review the full S-1 filing for details on the proposed securities offering, including the number of shares, price, and intended use of proceeds.
2. Track subsequent SEC filings (e.g., 424(b) prospectuses) to monitor the progress and completion of any offering.
3. Analyze the company's financial health and business strategy in light of the potential capital infusion or stock sale.

Key Dates

• 2024-04-19: S-1 Filing — Registration statement filed with the SEC

Year-Over-Year Comparison

This is a new S-1 filing, so there is no prior filing of this type to compare against for this specific registration event.

Key Financial Figures

• $0.001 — 0 shares of our Common Stock, par value $0.001 per share, by Atlas Sciences, LLC, whic
• $15,000,000 — Purchase Agreement, providing for up to $15,000,000 of gross proceeds; and 338,600 shares
• $0.56 — on NYSE American on April 12, 2024 was $0.56 per share. We are a &ldquo;smaller re
• $15.0 million — may sell to Atlas up to an aggregate of $15.0 million of our Common Stock from time to time o
• $25,000 — as to purchase up to a minimum value of $25,000 worth of shares of our Common Stock and
• $500,000 — maximum of the lesser of (a) a value of $500,000 worth of shares of our Common Stock or
• $250 million — ock held by non-affiliates is more than $250 million measured on the last business day of ou
• $100 million — r; or Our annual revenue is more than $100 million during the most recently completed fisc
• $700 million — ock held by non-affiliates is more than $700 million measured on the last business day of ou
• $15.0 million — o this prospectus. We may receive up to $15.0 million aggregate gross proceeds under the Purc
• $20.72 — at a weighted average exercise price of $20.72 per share; and 2,814,142 shares of our
• $1.54 — at a weighted average exercise price of $1.54 per share; 1,210,286 shares of our Co
• $0.99 — at a weighted average exercise price of $0.99 per share; and 360,000 shares of our

Filing Documents

• forms-1.htm (S-1) — 559KB
• ex5-1.htm (EX-5.1) — 14KB
• ex10-106.htm (EX-10.106) — 11KB
• ex10-107.htm (EX-10.107) — 23KB
• ex23-1.htm (EX-23.1) — 4KB
• ex107.htm (EX-FILING FEES) — 15KB
• ex10-106_001.jpg (GRAPHIC) — 3KB
• forms-1_001.jpg (GRAPHIC) — 3KB
• 0001493152-24-015368.txt (&nbsp;) — 635KB

RISK FACTORS

RISK FACTORS 5 CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS 6 THE ATLAS TRANSACTION 7

DILUTION

DILUTION 11 SELLING STOCKHOLDER 11

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 13 PLAN OF DISTRIBUTION 15 LEGAL MATTERS 17 EXPERTS 17 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 17 WHERE YOU CAN FIND MORE INFORMATION 18 ii ABOUT THIS PROSPECTUS This prospectus forms part of a registration statement that we filed with the Securities and Exchange Commission, or SEC, and that includes exhibits that provide more detail of the matters discussed in this prospectus. You should read this prospectus and the related exhibits filed with the SEC, together with the additional information described under the headings &ldquo;Where You Can Find More Information&rdquo; and &ldquo;Incorporation of Certain Information by Reference&rdquo; before making your investment decision. You should rely only on the information provided in this prospectus or any free writing prospectuses or amendments thereto. Neither we, nor the selling stockholder, have authorized anyone else to provide you with different information. If anyone provides you with different or inconsistent information, you should not rely on it. You should assume that the information in this prospectus is accurate only as of the date hereof. Our business, financial condition, results of operations and prospects may have changed since that date. Neither we, nor the selling stockholder, are offering to sell or seeking offers to purchase these securities in any jurisdiction where the offer or sale is not permitted. We have not done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons outside the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, the offering of the securities as to distribution of the prospectus outside of the United States. PROSPECTUS SUMMARY This summary highlights information contained elsewhere in this prospectus

selected financial data, supplemental financial information or risk factors

selected financial data, supplemental financial information or risk factors. Further, as a non-accelerated filer, we will not be required to provide an auditor attestation of management&rsquo;s assessment of internal control over financial reporting, which is generally required for SEC reporting companies under Sarbanes-Oxley Act Section 404(b), and, in contrast to other reporting companies, we&rsquo;ll have more time to file our annual and periodic reports. 3 THE OFFERING Shares of our Common Stock offered by the selling stockholder Up to 9,975,000 shares of Common Stock consisting of: up to 9,636,400 shares of our Common Stock that we may issue and sell to Atlas from time to time under the Purchase Agreement from and after the commencement; and 338,600 Commitment Shares issued to Atlas as a fee for making its irrevocable commitment to purchase our Common Stock under the Purchase Agreement Selling Stockholder Atlas Sciences, LLC. See &ldquo;Selling Stockholder&rdquo; on page 11 of this prospectus. Common Stock outstanding prior to this offering 50,751,833 shares, which includes the Commitment Shares. Common Stock outstanding immediately after this offering 60,388,233 shares, assuming the sale of 9,636,400 shares. The actual number of shares issued will vary depending on the sales prices in this offering. Use of Proceeds We will receive no proceeds from the sale of shares of our Common Stock by Atlas pursuant to this prospectus. We may receive up to $15.0 million aggregate gross proceeds under the Purchase Agreement from any sales of shares of our Common Stock we make to Atlas pursuant to the Purchase Agreement after the commencement, assuming that we sell the full amount of our Common Stock that we have the right, but not the obligation to sell to Atlas under the Purchase Agreement. Any proceeds that we receive from sales of shares of our Common Stock to Atlas under the Purchase Agreement will be used for general corporate purposes. Se

View Full Filing

View this S-1 filing on SEC EDGAR