Alto Neuroscience Files 8-K: Material Agreement & Equity Sales

Ticker: ANRO · Form: 8-K · Filed: Jan 16, 2025 · CIK: 1999480

Alto Neuroscience, Inc. 8-K Filing Summary
FieldDetail
CompanyAlto Neuroscience, Inc. (ANRO)
Form Type8-K
Filed DateJan 16, 2025
Risk Levelmedium
Pages7
Reading Time8 min
Key Dollar Amounts$0.0001, $35.0 million, $75.0 m, $20.0 million, $75.0 million
Sentimentneutral

Sentiment: neutral

Topics: material-agreement, equity-sale, financial-obligation

TL;DR

Alto Neuroscience just signed a big deal and sold some stock. Watch this space.

AI Summary

On January 13, 2025, Alto Neuroscience, Inc. entered into a material definitive agreement, creating a direct financial obligation. The company also reported unregistered sales of equity securities. The filing includes financial statements and exhibits.

Why It Matters

This filing indicates significant corporate actions, including new financial obligations and equity transactions, which could impact the company's financial structure and shareholder value.

Risk Assessment

Risk Level: medium — The filing details material definitive agreements and unregistered equity sales, which can introduce financial obligations and dilution risks.

Key Players & Entities

  • Alto Neuroscience, Inc. (company) — Registrant
  • January 13, 2025 (date) — Date of earliest event reported

FAQ

What is the nature of the material definitive agreement entered into by Alto Neuroscience?

The filing states that Alto Neuroscience, Inc. entered into a material definitive agreement on January 13, 2025, which also created a direct financial obligation for the registrant.

What type of financial obligation was created by the agreement?

The agreement resulted in the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement of the registrant.

Were there any unregistered sales of equity securities reported?

Yes, the filing indicates unregistered sales of equity securities by Alto Neuroscience, Inc.

What is the principal executive office address for Alto Neuroscience, Inc.?

The principal executive offices are located at 650 Castro Street, Suite 450, Mountain View, CA 94041.

What is the SIC code for Alto Neuroscience, Inc.?

The Standard Industrial Classification (SIC) code for Alto Neuroscience, Inc. is 2834, which corresponds to Pharmaceutical Preparations.

Filing Stats: 2,044 words · 8 min read · ~7 pages · Grade level 12.1 · Accepted 2025-01-16 07:00:17

Key Financial Figures

  • $0.0001 — ange on which registered Common Stock, $0.0001 par value per share ANRO New York S
  • $35.0 million — mum available amount of term loans from $35.0 million to $75.0 million, $20.0 million of whic
  • $75.0 m — unt of term loans from $35.0 million to $75.0 million, $20.0 million of which was funde
  • $20.0 million — ns from $35.0 million to $75.0 million, $20.0 million of which was funded on the Effective Da
  • $75.0 million — ides for term loan commitments of up to $75.0 million in three tranches: (1) a $20.0 million
  • $30.0 million — ded on the Effective Date; (2) an up to $30.0 million tranche (the "Second Tranche Term Loan"
  • $25.0 million — mended Loan Agreement; and (3) an up to $25.0 million tranche available at the Company's requ
  • $10 million — ed on the Effective Date, approximately $10 million were used to refinance all obligations
  • $700.0 million — Company's market capitalization exceeds $700.0 million. During the continuance of event of def
  • $9.0 million — to convert any portion of no more than $9.0 million of the then outstanding term loan amoun
  • $4.0 million — loan amount (the "Conversion Amount") ($4.0 million of which was reflected in the Original
  • $5.0 million — cted in the Original Loan Agreement and $5.0 million of which is reflected in the Amendment)
  • $10 — $4.0 million of the Conversion Amount, $10.49, and (ii) with respect to any conver
  • $4 — $5.0 million of the Conversion Amount, $4.8259, in each case subject to certain a
  • $3.7122 — arrant") to lower the exercise price to $3.7122 per share (the "Exercise Price"). Furth

Filing Documents

Financial Statements and Exhibits

Financial Statements and Exhibits. (d)Exhibits. Exhibit No. Description 4.1 Amended and Restated Warrant to Purchase Stock, dated January 13, 2025, issued to K2 HealthVentures Equity Trust LLC. 4.2 Warrant to Purchase Stock, dated January 13, 2025, issued to K2 HealthVentures Equity Trust LLC. 10.1 First Amendment to Loan and Security Agreement, by and among the Registrant, K2 HealthVentures LLC, as lender, K2 HealthVentures LLC, as administrative agent for the Lender, and Ankura Trust Company, LLC, as collateral trustee for the Lender, dated as of January 13, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). Certain schedules and exhibits to this exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to the SEC upon request.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ALTO NEUROSCIENCE, INC. Dated: January 16, 2025 By: /s/ Amit Etkin Amit Etkin, M.D., Ph.D. President and Chief Executive Officer

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