SC 13G: ANEW Medical, Inc.
Ticker: GRMLW · Form: SC 13G · Filed: Jun 27, 2024 · CIK: 1907223
Sentiment: neutral
Topics: sc-13g
AI Summary
SC 13G filing by ANEW Medical, Inc..
Risk Assessment
Risk Level: low
Filing Stats: 4,499 words · 18 min read · ~15 pages · Grade level 12 · Accepted 2024-06-27 17:36:14
Key Financial Figures
- $0.0001 — me of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securiti
- $11.50 — of Common Stock at an exercise price of $11.50 per share and one right entitling the h
Filing Documents
- tm2418337d1_sc13g.htm (SC 13G) — 137KB
- tm2418337d1_ex99-1.htm (EX-99.1) — 7KB
- 0001104659-24-075776.txt ( ) — 146KB
Issuer
Item 1. Issuer (a) Name of Issuer: ANEW MEDICAL, INC. (the “ Issuer ”) (b) Address of Issuer’s Principal Executive Offices: 13576 Walnut Street Omaha, NE 68144
Filing Person
Item 2. Filing Person (a) - (c) Name of Persons Filing; Address; Citizenship: This Statement is being filed jointly on behalf of the following persons (collectively, the “ Reporting Persons ”): (i) Chardan Capital Markets LLC, a New York limited liability company (“ CCM ”); (ii) Chardan Securities LLC, a New York limited liability company (“ Chardan Securities ”) (iii) Mr. Jonas Grossman (“ Mr. Grossman ”), a citizen of the United States of America, a member of Chardan Securities; (iv) Mr. Steven Urbach (“ Mr. Urbach ”), a citizen of the United States of America and a member of Chardan Securities; and (v) Mr. Kerry Propper (“ Mr. Propper ”), a citizen of the United States of America and a member of Chardan Securities. The principal business address of Mr. Grossman is 1 East Putman Avenue, 4 th Floor, Greenwich, CT 06830. The principal business address of each of CCM, Chardan Securities, Mr. Urbach and Mr. Propper is One Pennsylvania Plaza, Suite 4800, New York, NY 10119. (d) Title of Class of Securities: Common Stock, par value $0.0001 per share (e) CUSIP Number: 03465E108
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: Not applicable. CUSIP No. 03465E108 SCHEDULE 13G Page 8 of 10 Pages
Ownership
Item 4. Ownership. (a) and (b) Amount beneficially owned; Percent of class: The shares reported in this Schedule 13G consist of (i) 1,500,000 shares of the Issuer’s Common Stock assigned to CCM by Dr. Joseph Sinkule, the Issuer’s Chief Executive Officer, as partial payment of an investment banking fee due to CCM in connection with the Issuer’s initial business combination, which was consummated on June 18, 2024, (ii) 115,000 shares of Common Stock issued to CCM upon conversion of the Private Units, (iii) 11,500 shares of Common Stock issued to CCM upon conversion of the rights included in the Private Units, (iv) 345,000 shares of Common Stock included in the unit issuable upon exercise of the Unit Purchase Option held by CCM, and (v) 34,500 shares of Common Stock underlying the right included in the unit issuable upon the exercise of the Unit Purchase Option, and excludes (i) 115,000 shares of Common Stock issuable upon exercise of the Private Warrants held by CCM and (ii) 345,000 shares of Common Stock issuable upon exercise of the UPO Warrants included in the unit issuable upon exercise of Unit Purchase Option. The Private Warrants are currently exercisable for a total of 115,000 shares of Common Stock and the UPO Warrants are exercisable for a total of 345,000 shares of Common Stock, but each contains provisions preventing their exercise to the extent that such exercise would result in the holder (together with its affiliates) obtaining greater than 9.99% of the Common Stock. The amounts reported below exclude the number of shares of Common Stock that issuable upon exercise of the Private Warrants and the UPO Warrants, giving effect to these blocking provisions, because the number of Common Stock held by CCM and the number of Common Stock issuable upon exercise of the Unit Purchase Option are greater than 9.99% of the Common Stock. The Issuer issued 115,000 Private Units to CCM in a private placement that closed concurrently with the Issuer&
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. Not applicable.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on
Item 7. Identification and Classification of the Subsidiary Which 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. Not applicable.
Notice of Dissolution of Group
Item 9. Notice of Dissolution of Group. Not applicable.
Certification
Item 10. Certification. By signing below I certify that, to the best of my 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, other than activities solely in connection with a nomination under §240.14a-11. CUSIP No. 03465E108 SCHEDULE 13G Page 10 of 10 Pages
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: June 27, 2024 Chardan Capital Markets LLC By: /s/ Steven Urbach Name: Steven Urbach Title: Manager Chardan Securities LLC By: /s/ Steven Urbach Name: Steven Urbach Title: Manager By: /s/ Jonas Grossman Name: Jonas Grossman By: /s/ Steven Urbach Name: Steven Urbach By: /s/ Kerry Propper Name: Kerry Propper