SC 13G: Avalo Therapeutics, Inc.

AI Summary

SC 13G filing by Avalo Therapeutics, Inc..

Risk Assessment

Risk Level: low

FAQ

Key Financial Figures

• $0.001 — , Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of
• $5.796933 — urchase Shares, at an exercise price of $5.796933 per Share, or a number of shares of Ser

Filing Documents

• sc13g07422avtx_08232024.htm (SC 13G) — 274KB
• ex991to13g07422avtx_082324.htm (EX-99.1) — 8KB
• 0000921895-24-001924.txt ( ) — 284KB

(a). Name of Issuer

Item 1(a). Name of Issuer: Avalo Therapeutics, Inc., a Delaware corporation (the “Issuer”).

(b). Address of Issuer’s Principal Executive Offices

Item 1(b). Address of Issuer’s Principal Executive Offices: 540 Gaither Road, Suite 400 Rockville, Maryland 20850

(a). Name of Person Filing

Item 2(a). Name of Person Filing

(b). Address of Principal Business Office or, if None, Residence

Item 2(b). Address of Principal Business Office or, if None, Residence

(c). Citizenship

Item 2(c). Citizenship Biotechnology Value Fund, L.P. (“BVF”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware BVF I GP LLC (“BVF GP”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware Biotechnology Value Fund II, L.P. (“BVF2”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware BVF II GP LLC (“BVF2 GP”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware Biotechnology Value Trading Fund OS LP (“Trading Fund OS”) PO Box 309 Ugland House Grand Cayman, KY1-1104 Cayman Islands Citizenship: Cayman Islands BVF Partners OS Ltd. (“Partners OS”) PO Box 309 Ugland House Grand Cayman, KY1-1104 Cayman Islands Citizenship: Cayman Islands BVF GP Holdings LLC (“BVF GPH”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware 12 CUSIP No. 05338F306 BVF Partners L.P. (“Partners”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware BVF Inc. 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware Mark N. Lampert (“Mr. Lampert”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: United States Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”

(d). Title of Class of Securities

Item 2(d). Title of Class of Securities: Common Stock, $0.001 par value per share (the “Shares”)

(e). CUSIP Number

Item 2(e). CUSIP Number: 05338F306

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing

Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: /x/ Not applicable. (a) / / Broker or dealer registered under Section 15 of the Exchange Act. (b) / / Bank as defined in Section 3(a)(6) of the Exchange Act. (c) / / Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) / / Investment company registered under Section 8 of the Investment Company Act. (e) / / An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). (f) / / An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). (g) / / A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). (h) / / A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (i) / / A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. (j) / / A non-U.S. institution, in accordance with Rule 13d-1(b)(1)(ii)(J). (k) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: ____ 13 CUSIP No. 05338F306

Ownership

Item 4. Ownership (a) Amount beneficially owned: As of the close of business on August 23, 2024, the Reporting Persons and the Partners Managed Account (as defined below) held an aggregate of 2,267.47 shares of Series C Non-Voting Convertible Preferred Stock (the “Series C Preferred Stock”) convertible into an aggregate of 2,267,469 Shares, subject to the Beneficial Ownership Limitation (as defined below). Each share of Series C Preferred Stock is initially convertible into 1,000 Shares. As of August 23, 2024, none of the Series C Preferred Stock held by the Reporting Persons and the Partners Managed Account are convertible into Shares due to the Beneficial Ownership Limitation. As of the close of business on August 23, 2024, the Reporting Persons and the Partners Managed Account also held Warrants (the “Warrants”) exercisable into an aggregate of 1,940,679 Shares on a one-for-one basis. The Warrants entitle the owner thereof to purchase Shares, at an exercise price of $5.796933 per Share, or a number of shares of Series C Preferred Stock convertible into the number of Shares the Warrants are then exercisable into. The Warrants became exercisable on (i) March 28, 2024, if exercised for shares of Series C Preferred Stock or (ii) on August 13, 2024, if exercised for Shares, and expire on the earlier of (x) the fifth (5th) anniversary of the date of issuance or (y) the thirty-first (31st) day following the public announcement of the first patient dosed in a phase 2 trial of AVTX-009 in hidradenitis suppurativa (the “Dosing Date”). As of August 23, 2024, the Beneficial Ownership Limitation limits the exercise of the Warrants held by the Reporting Persons and the Partners Managed Account for Shares to 299 out of the 1,940,679 Warrants held by them. The Issuer shall not effect any conversion of any Series C Preferred Stock or issue any shares upon exercise of the Warrants, and a holder of Series C Preferred Stock and/or Warrants s

Ownership of Five Percent or Less of a Class

Item 5. Ownership of Five Percent or Less of a Class. Not Applicable.

Ownership of More than Five Percent on Behalf of Another Person

Item 6. Ownership of More than Five Percent on Behalf of Another Person. BVF GP, BVF GPH, Partners, BVF Inc. and Mr. Lampert share voting and dispositive power over the Shares beneficially owned by BVF. BVF GPH, Partners, BVF Inc. and Mr. Lampert share voting and dispositive power over the Shares beneficially owned by BVF2. Partners, BVF Inc. and Mr. Lampert share voting and dispositive power over the Shares beneficially owned by Trading Fund OS and held in the Partners Managed Account.

Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the

Item 7. Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the Parent Holding Company or Control Person. Not Applicable.

Identification and Classification of Members of the Group

Item 8. Identification and Classification of Members of the Group. See Exhibit 99.1. 16 CUSIP No. 05338F306

Notice of Dissolution of Group

Item 9. Notice of Dissolution of Group. Not Applicable.

Certifications

Item 10. Certifications. By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 17 CUSIP No. 05338F306 SIGNATURE After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: August 23, 2024 BIOTECHNOLOGY VALUE FUND, L.P. BIOTECHNOLOGY VALUE TRADING FUND OS LP By: BVF I GP LLC, its general partner By: BVF Partners L.P., its investment manager By: BVF Inc., its general partner By: /s/ Mark N. Lampert Mark N. Lampert By: /s/ Mark N. Lampert Chief Executive Officer Mark N. Lampert President BVF I GP LLC BVF GP HOLDINGS LLC By: /s/ Mark N. Lampert Mark N. Lampert By: /s/ Mark N. Lampert Chief Executive Officer Mark N. Lampert Chief Executive Officer BIOTECHNOLOGY VALUE FUND II, L.P. BVF PARTNERS L.P. By: BVF II GP LLC, its general partner By: BVF Inc., its general partner By: /s/ Mark N. Lampert Mark N. Lampert By: /s/ Mark N. Lampert Chief Executive Officer Mark N. Lampert President BVF II GP LLC BVF INC. By: /s/ Mark N. Lampert Mark N. Lampert By: /s/ Mark N. Lampert Chief Executive Officer Mark N. Lampert President BVF PARTNERS OS LTD. /s/ Mark N. Lampert By: BVF Partners L.P., its sole member MARK N. LAMPERT By: BVF Inc., its general partner By: /s/ Mark N. Lampert Mark N. Lampert President 18

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