GRI BIO, Inc. Amends S-1 Filing
Ticker: GRI · Form: S-1/A · Filed: Jun 26, 2024 · CIK: 1824293
Sentiment: neutral
Topics: amendment, registration-statement, equity-plan
TL;DR
GRI BIO (formerly Vallon Pharma) filed S-1/A. Check financials & equity plans.
AI Summary
GRI BIO, Inc. filed an S-1/A on June 26, 2024, to amend its registration statement. The company, formerly Vallon Pharmaceuticals, Inc., is based in La Jolla, CA, and operates in the pharmaceutical preparations sector. This filing relates to its equity incentive plan and financial reporting periods ending December 31, 2021, 2022, and 2023.
Why It Matters
This S-1/A filing provides updated information for investors regarding GRI BIO, Inc.'s financial status and equity plans, crucial for understanding the company's current standing and future prospects.
Risk Assessment
Risk Level: medium — As a pharmaceutical company with an S-1/A filing, there's inherent risk related to regulatory approvals, clinical trial outcomes, and market adoption, alongside the typical risks of a public offering.
Key Numbers
- 2834 — SIC Code (Pharmaceutical Preparations industry)
Key Players & Entities
- GRI BIO, Inc. (company) — Filer
- Vallon Pharmaceuticals, Inc. (company) — Former company name
- 20240626 (date) — Filing date
- 2023-12-31 (date) — Fiscal year end
- 2022-12-31 (date) — Fiscal year end
- 2021-12-31 (date) — Fiscal year end
FAQ
What is the primary purpose of this S-1/A filing?
The S-1/A filing is an amendment to GRI BIO, Inc.'s registration statement, providing updated information to the SEC.
When was GRI BIO, Inc. previously known as?
GRI BIO, Inc. was formerly known as Vallon Pharmaceuticals, Inc., with a name change date of 20200910.
What are the reported fiscal year-end dates in the filing?
The filing includes financial data for fiscal years ending on 2021-12-31, 2022-12-31, and 2023-12-31.
What is GRI BIO, Inc.'s business address?
GRI BIO, Inc.'s business address is 2223 Avenida De La Playa, Suite 208, La Jolla, CA 92037.
What type of plan is mentioned in relation to the filing dates?
The filing mentions the 'AmendedAndRestated2018EquityIncentivePlanMember' in relation to specific dates, including 2023-04-21.
Filing Stats: 4,741 words · 19 min read · ~16 pages · Grade level 13.9 · Accepted 2024-06-25 21:55:34
Key Financial Figures
- $0.0001 — 8,806 shares of common stock, par value $0.0001 per share (the "Common Stock"), togethe
- $2 — ether with the accompanying Warrants is $2.68, which is equal to the last reported
- $2.68 — Warrant will have an exercise price of $2.68 per share, will be exercisable beginnin
- $0.125 — hare under Nasdaq Rule 5635(d) plus (b) $0.125 per whole share of Common Stock underly
- $0 — Capital Market on June 24, 2024, minus $0.0001, the exercise price of the Pre-Fun
- $25,000 — n-accountable expenses in the amount of $25,000 and for its legal fees and expenses and
- $50,000 — out-of-pocket expenses in an amount of $50,000, and for its clearing expenses in the a
- $15,950 — its clearing expenses in the amount of $15,950. In addition, we have agreed to issue t
- $10.0 million — hich we may sell and issue shares up to $10.0 million of our Common Stock from time to time t
Filing Documents
- gribio-20240626.htm (S-1/A) — 2375KB
- exhibit107-sx1a2024.htm (EX-FILING FEES) — 36KB
- exhibit421-sx1a2024.htm (EX-4.21) — 127KB
- exhibit422-sx1a2024.htm (EX-4.22) — 134KB
- exhibit423-sx1a2024.htm (EX-4.23) — 134KB
- exhibit424-sx1a2024.htm (EX-4.24) — 135KB
- exhibit51-sx1a2024.htm (EX-5.1) — 17KB
- exhibit1038-sx1a2024.htm (EX-10.38) — 287KB
- exhibit231-sx1a2024.htm (EX-23.1) — 2KB
- gribio-20240626_g1.jpg (GRAPHIC) — 124KB
- gribio-20240626_g10.jpg (GRAPHIC) — 38KB
- gribio-20240626_g11.jpg (GRAPHIC) — 43KB
- gribio-20240626_g12.jpg (GRAPHIC) — 34KB
- gribio-20240626_g13.jpg (GRAPHIC) — 52KB
- gribio-20240626_g14.jpg (GRAPHIC) — 386KB
- gribio-20240626_g15.jpg (GRAPHIC) — 56KB
- gribio-20240626_g16.jpg (GRAPHIC) — 15KB
- gribio-20240626_g17.jpg (GRAPHIC) — 19KB
- gribio-20240626_g2.jpg (GRAPHIC) — 194KB
- gribio-20240626_g3.jpg (GRAPHIC) — 36KB
- gribio-20240626_g4.jpg (GRAPHIC) — 51KB
- gribio-20240626_g5.jpg (GRAPHIC) — 79KB
- gribio-20240626_g6.jpg (GRAPHIC) — 123KB
- gribio-20240626_g7.jpg (GRAPHIC) — 82KB
- gribio-20240626_g8.jpg (GRAPHIC) — 43KB
- gribio-20240626_g9.jpg (GRAPHIC) — 31KB
- mintzlogo.jpg (GRAPHIC) — 6KB
- 0001628280-24-029968.txt ( ) — 14429KB
- gribio-20240626.xsd (EX-101.SCH) — 74KB
- gribio-20240626_cal.xml (EX-101.CAL) — 60KB
- gribio-20240626_def.xml (EX-101.DEF) — 383KB
- gribio-20240626_lab.xml (EX-101.LAB) — 550KB
- gribio-20240626_pre.xml (EX-101.PRE) — 659KB
- gribio-20240626_htm.xml (XML) — 888KB
Risk Factors
Risk Factors 13 Cautionary Note Regarding Forward-Looking Statements 56
Use of Proceeds
Use of Proceeds 58 Market Information 59 Dividend Policy 60 Capitalization 61
Management's Discussion And Analysis of Financial Condition and Results of Operations
Management's Discussion And Analysis of Financial Condition and Results of Operations 63
Business
Business 74 Management 113 Executive And Director Compensation 120 Certain Relationships And Related Party Transactions 127
Security Ownership of Certain Beneficial Owners and Management
Security Ownership of Certain Beneficial Owners and Management 129
Description of Capital Stock
Description of Capital Stock 131
Description of Securities We Are Offering
Description of Securities We Are Offering 137 Material U.S. Federal Income Tax Consequences to Holders of Common Stock and Warrants 141 Plan of Distribution 148 Legal Matters 152 Experts 152 Where You Can Find More Information 152 Index to Consolidated Financial Statements F- 1 You should rely only on the information contained in this prospectus. No one, including but not limited to the Placement Agent, has been authorized to provide you with information that is different from that contained in this prospectus. This prospectus is dated as of the date set forth on the cover hereof. You should not assume that the information contained in this prospectus is accurate as of any date other than that date. i ABOUT THIS PROSPECTUS Unless the context otherwise requires or as otherwise noted, we use the terms "GRI," "Company," "we," "us" and "our" in this prospectus to refer to GRI Bio, Inc. (formerly Vallon Pharmaceuticals, Inc.) and its subsidiaries taken as a whole. We have not, and the Placement Agent has not, authorized anyone to provide any information or to make any representations other than those contained in this prospectus or in any free writing prospectuses prepared by or on behalf of us or to which we have referred you. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. This prospectus is an offer to sell only the securities offered hereby, and only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus or in any applicable free writing prospectus is current only as of its date, regardless of its time of delivery or any sale of our securities. Our business, financial condition, results of operations and prospects may have changed since that date. The information provided in this prospectus contains statistical data and estimates, including those relating to market size and competitive position of