GT Biopharma Files S-1 Registration Statement

TL;DR

GT Biopharma just filed an S-1, looks like they're gearing up to sell stock.

AI Summary

GT Biopharma, Inc. filed an S-1 registration statement on June 18, 2024, to register securities. The company, formerly known as OXIS INTERNATIONAL INC, DDI PHARMACEUTICALS INC, and DIAGNOSTIC DATA INC /DE/, is based in Brisbane, CA, and operates in the Pharmaceutical Preparations sector. Michael Breen is the Interim Chief Executive Officer.

Why It Matters

This S-1 filing indicates GT Biopharma is preparing to offer securities to the public, which could involve raising capital for its operations or expansion.

Risk Assessment

Risk Level: medium — S-1 filings are typically made by companies seeking to raise capital through public offerings, which inherently carry market and execution risks.

Key Players & Entities

• GT Biopharma, Inc. (company) — Registrant
• OXIS INTERNATIONAL INC (company) — Former Company Name
• DDI PHARMACEUTICALS INC (company) — Former Company Name
• DIAGNOSTIC DATA INC /DE/ (company) — Former Company Name
• Michael Breen (person) — Interim Chief Executive Officer
• June 18, 2024 (date) — Filing Date
• 2834 (other) — Standard Industrial Classification Code
• 94-1620407 (other) — I.R.S. Employer Identification Number
• 8000 Marina Blvd., Suite 100 Brisbane, CA 94005 (address) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.001 — 0,000 shares of common stock, par value $0.001 per share (the “Common Stock&rdqu
• $4.35 — e of warrants with an exercise price of $4.35 (the “Warrants”), issued in
• $2.89 — ing sale price for our Common Stock was $2.89 per share. Investing in our securitie
• $250 million — reporting company” until we have $250 million or more in public float (based on our c
• $700 m — on our common stock) that is less than $700 million, annual revenues of $100 million
• $100 million — s than $700 million, annual revenues of $100 million or more during the most recently comple
• $63.30 — arrants at an average exercise price of $63.30 per share; and The issuance of 126,26
• $39.60 — options at an average exercise price of $39.60 per share or reserved for future issuan

Filing Documents

• forms-1.htm (S-1) — 666KB
• ex23-11.htm (EX-23.11) — 5KB
• ex5-1.htm (EX-5.1) — 16KB
• ex107.htm (EX-FILING FEES) — 36KB
• forms-1_001.jpg (GRAPHIC) — 2KB
• ex5-1_001.jpg (GRAPHIC) — 24KB
• ex5-1_002.jpg (GRAPHIC) — 79KB
• ex5-1_003.jpg (GRAPHIC) — 11KB
• 0001493152-24-024367.txt ( ) — 885KB

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 18 LEGAL MATTERS 21 DISCLOSURE OF COMMISSION POSITION ON INDEMNIFICATION FOR SECURITIES ACT LIABILITIES 22 EXPERTS 23 WHERE YOU CAN FIND MORE INFORMATION 24 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 25 You should rely only on the information contained in this prospectus or a supplement to this prospectus. We have not authorized anyone to provide you with different information. This prospectus is not an offer to sell securities, and it is not soliciting an offer to buy securities, in any jurisdiction where the offer or sale is not permitted. You should not assume that the information contained in this prospectus or any supplement to this prospectus is accurate as of any date other than the date on the front cover of those documents. i CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS Some of the statements in this prospectus are “forward-looking statements” within the meaning of the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements regarding our current beliefs, goals and expectations about matters such as our expected financial position and operating results, our business strategy and our financing plans. The forward-looking statements in this prospectus are not based on historical facts, but rather reflect the current expectations of our management concerning future results and events. The forward-looking statements generally can be identified by the use of terms such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “foresee,” “may,” “guidance,” “estimate,” “potential,” “outlook,” “target,” “forecast,” “likely” or other similar words or phrases. Similarly, statements that describe our objectives, plans or goals are, or may be, fo

Risk Factors

Risk Factors Participating in this offering involves substantial risk. Our ability to execute our strategy is also subject to certain risks. You should carefully consider all of the information set forth in this prospectus and, in particular, should evaluate the specific factors set forth under the heading “ Risk Factors ” in this prospectus and in our Annual Report on Form 10-K for the year ended December 31, 2023, which is incorporated herein by reference, in deciding whether to invest in our securities. These risks include, but are not limited to, the following: Our business is at an early stage of development and we may not develop therapeutic products that can be commercialized. We have a history of operating losses and we expect to continue to incur losses for the foreseeable future. We may never generate revenue or achieve profitability. We will need additional capital to conduct our operations and develop our products, and our ability to obtain the necessary funding is uncertain. Our current and future indebtedness may impose significant operating and financial restrictions on us and affect our ability to access liquidity. The cost of our research and development programs may be significantly higher than expected, and there is no assurance that they will successful in a timely manner, or at all. If our efforts to protect the proprietary nature of the intellectual property related to our technologies are not adequate, we may not be able to compete effectively in our market and our business would be harmed. Claims that we infringe the intellectual property rights of others may prevent or delay our drug discovery and development efforts. We may desire, or be forced, to seek additional licenses to use intellectual property owned by third parties, and such licenses may not be available on commercially reasonable terms, or at all. 3 If we are unsuccessful in obtaining or maintaining patent protection for intellectual property in d

View Full Filing

View this S-1 filing on SEC EDGAR