Eterna Therapeutics Files S-1 with SEC

TL;DR

Eterna Therapeutics just filed an S-1, get ready for a potential offering.

AI Summary

Eterna Therapeutics Inc. filed an S-1 registration statement with the SEC on November 5, 2024. The company, formerly known as Brooklyn ImmunoTherapeutics, Inc., is incorporated in Delaware and headquartered in Cambridge, MA. This filing indicates a move towards public offering or significant corporate action, though specific financial details of the offering are not yet disclosed in this excerpt.

Why It Matters

This S-1 filing signals Eterna Therapeutics' intention to potentially raise capital through a public offering, which could significantly impact its future research and development funding and growth trajectory.

Risk Assessment

Risk Level: medium — S-1 filings often precede significant corporate events like IPOs or secondary offerings, which carry inherent market and execution risks.

Key Numbers

• 333-283003 — SEC File Number (Identifies the specific registration statement filed with the SEC.)
• 2834 — SIC Code (Indicates the company operates in the Pharmaceutical Preparations industry.)

Key Players & Entities

• Eterna Therapeutics Inc. (company) — Registrant
• Brooklyn ImmunoTherapeutics, Inc. (company) — Former company name
• November 5, 2024 (date) — Filing date
• Delaware (jurisdiction) — State of incorporation
• Cambridge, MA (location) — Principal executive offices
• Sanjeev Luther (person) — President and Chief Executive Officer

FAQ

Key Financial Figures

• $0.005 — 49,870,566 shares of our common stock, $0.005 par value per share, composed of: 1,9
• $1.09 — ported on The Nasdaq Capital Market was $1.09. We are a “smaller reporting co
• $0.75 — our common stock at a purchase price of $0.75 per share of common stock and $0.75 les
• $1.1 million — nded warrant. We received approximately $1.1 million in gross proceeds from the issuance of
• $1.43 — December 2022 with an exercise price of $1.43 per share; (ii) $8.7 million in the agg
• $8.7 million — exercise price of $1.43 per share; (ii) $8.7 million in the aggregate principal amount of co
• $9.2 million — xercise price of $1.43 per share; (iii) $9.2 million in the aggregate principal amount of co
• $1.00 — rough its maturity date, divided by (B) $1.00 (rounded up to the nearest whole number
• $3.9 million — egate principal amount of approximately $3.9 million of 12.0% senior convertible notes (the
• $3.0 million — erms of the bridge notes, approximately $3.0 million of the principal amount of the bridge n
• $0.50 — ally converted at a conversion price of $0.50 into 6,244,237 shares of our common sto
• $0.9 million — of our common stock, and approximately $0.9 million of the principal amount of the bridge n
• $0.2 million — actor L&C Agreement, we will pay Factor $0.2 million per month for the first twelve months,
• $0.1 million — per month for the first twelve months, $0.1 million per month for the first nine months tow
• $4.1 million — of a letter of credit in the amount of $4.1 million. The letter of credit was collateralize

Filing Documents

• forms-1.htm (S-1) — 435KB
• ex5-1.htm (EX-5.1) — 36KB
• ex23-1.htm (EX-23.1) — 4KB
• ex107.htm (EX-FILING FEES) — 26KB
• image_001.jpg (GRAPHIC) — 3KB
• image_002.jpg (GRAPHIC) — 3KB
• image_003.jpg (GRAPHIC) — 3KB
• 0001493152-24-043663.txt ( ) — 513KB

RISK FACTORS

RISK FACTORS 5 SELLING STOCKHOLDERS 6 PLAN OF DISTRIBUTION 11

USE OF PROCEEDS

USE OF PROCEEDS 13

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 13 LEGAL MATTERS 16 EXPERTS 16 WHERE YOU CAN FIND MORE INFORMATION 16 INCORPORATION OF DOCUMENTS BY REFERENCE 17 i ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1 that we filed with the Securities and Exchange Commission (the “SEC”). Under this registration statement, the selling stockholders may, from time to time, sell in one or more offerings the common stock described in this prospectus. We incorporate by reference important information into this prospectus. You may obtain the information incorporated by reference without charge by following the instructions under “Incorporation of Documents by Reference.” You should carefully read this prospectus as well as additional information described under “Incorporation of Documents by Reference,” before deciding to invest in our securities. Neither we nor any selling stockholder has authorized anyone to provide you with additional information or information different from that contained in, or incorporated by reference into, this prospectus. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. The information contained in this prospectus is accurate only as of the date on the front cover page of this prospectus, or other earlier date stated in this prospectus, regardless of the time of delivery of this prospectus or of any sale of our securities. Our business, financial condition, results of operations and future prospects may have changed since that date. For investors outside the United States (“U.S.”): We have not done anything that would permit this offering or the possession or distribution of this prospectus in any jurisdiction where action for those purposes is required, other than in the U.S. Persons outside the U.S. who come into possession of this prospectus must inform themselves about,

View Full Filing

View this S-1 filing on SEC EDGAR