Jupiter Neurosciences Files S-1/A Amendment

Ticker: JUNS · Form: S-1/A · Filed: Jul 12, 2024 · CIK: 1679628

Sentiment: neutral

Topics: sec-filing, s-1a, registration

TL;DR

Jupiter Neurosciences filed an S-1/A, looks like they're still prepping for a public offering.

AI Summary

Jupiter Neurosciences, Inc. filed a Pre-Effective Amendment No. 18 to its Form S-1 Registration Statement on July 12, 2024. The company, incorporated in Delaware, is in the Pharmaceutical Preparations industry. Its principal executive offices are located at 1001 North US HWY 1, Suite 504, Jupiter, Florida 33477, with a business phone number of (561) 406-6154.

Why It Matters

This filing indicates Jupiter Neurosciences is continuing its process to register securities, potentially for a public offering or other capital-raising activities.

Risk Assessment

Risk Level: medium — S-1 filings are typically associated with initial public offerings or significant capital raises, which inherently carry market and execution risks.

Key Numbers

Key Players & Entities

FAQ

What is the purpose of this S-1/A filing?

This is a Pre-Effective Amendment No. 18 to a Form S-1 Registration Statement, indicating Jupiter Neurosciences, Inc. is updating its registration for securities.

When was this amendment filed?

The amendment was filed with the SEC on July 12, 2024.

What is Jupiter Neurosciences, Inc.'s primary business?

The company is classified under Standard Industrial Classification code 2834, which is Pharmaceutical Preparations.

Who is the CEO of Jupiter Neurosciences, Inc.?

Christer Rosén is listed as the Chief Executive Officer.

Where are Jupiter Neurosciences, Inc.'s principal executive offices located?

The principal executive offices are located at 1001 North US HWY 1, Suite 504, Jupiter, Florida 33477.

Filing Stats: 4,305 words · 17 min read · ~14 pages · Grade level 18.8 · Accepted 2024-07-12 17:30:56

Key Financial Figures

Filing Documents

Underwriting

Underwriting discounts and commissions (1) $ [] $ [] Proceeds, before expenses, to us $ [] $ [] (1) See “Underwriting” on page 161 of this prospectus for additional information regarding the compensation payable to the underwriters. The underwriters expect to deliver our securities to purchasers in the offering on or about , 2024. REVERE SECURITIES LLC The date of this prospectus is , 2024 TABLE OF CONTENTS Page SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS 3 MARKET, INDUSTRY AND OTHER DATA 5 TRADEMARKS AND COPYRIGHTS 5 PROSPECTUS SUMMARY 6

USE OF PROCEEDS

USE OF PROCEEDS 81 DIVIDEND POLICY 83 CAPITALIZATION 83 MARKET PRICE FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS 84

DILUTION

DILUTION 87 DESCRIPTION OF BUSINESS 88 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 117 MANAGEMENT 132

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 143

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 158 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 159

UNDERWRITING

UNDERWRITING 161 SELLING STOCKHOLDERS 168

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 168 LEGAL MATTERS 170 EXPERTS 170 APPOINTMENT OF AUDITOR 170 DISCLOSURE OF COMMISSION’S POSITION ON INDEMNIFICATION FOR SECURITIES ACT LIABILITIES 171 WHERE YOU CAN FIND ADDITIONAL INFORMATION 171 INDEX TO FINANCIAL STATEMENTS F-1 No dealer, salesperson or other individual has been authorized to give any information or to make any representation other than those contained in this prospectus in connection with the offer made by this prospectus and, if given or made, such information or representations must not be relied upon as having been authorized by us. This prospectus does not constitute an offer to sell or a solicitation of an offer to buy any securities in any jurisdiction in which such an offer or solicitation is not authorized or in which the person making such offer or solicitation is not qualified to do so, or to any person to whom it is unlawful to make such offer or solicitation. Neither the delivery of this prospectus nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in our affairs or that information contained herein is correct as of any time subsequent to the date hereof. For investors outside the United States: We have not done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons outside the United the shares of our common stock and the distribution of this prospectus outside the United States. 2 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This prospectus contains forward-looking statements that involve substantial risks and uncertainties. All statements other than statements of historical facts contained in this prospectus, including statements regardin

Forward-looking statements contained in this prospectus include, but are not limited to, statements about

Forward-looking statements contained in this prospectus include, but are not limited to, statements about: the ability of our preclinical studies and planned clinical trials to demonstrate safety and efficacy of our product candidate JOTROL, and other positive results; the timing, progress and results of preclinical studies and clinical trials for JOTROL and other product candidates we may develop, including statements regarding the timing of initiation and completion of studies or trials and related preparatory work, the period during which the results of the studies or trials will become available, and our research and development programs; the timing, scope and likelihood of regulatory filings and approvals, including timing of INDs and final FDA approval of JOTROL and any other future product candidates; the timing, scope or likelihood of foreign regulatory filings and approvals; our ability to develop and advance our current product candidate JOTROL and programs into, and successfully complete, clinical studies; our manufacturing, commercialization, and marketing capabilities and strategy; our plans relating to commercializing our product candidates, if approved, including the geographic areas of focus and sales strategy; the need to hire additional personnel and our ability to attract and retain such personnel; the size of the market opportunity for our product candidate JOTROL, including our estimates of the number of patients who suffer from the diseases we are targeting; our expectations regarding the approval and use of our product candidate JOTROL in combination with other drugs; our competitive position and the success of competing therapies that are or may become available; our estimates of the number of patients that we will enroll in our clinical trials; the beneficial characteristics, and the potential safety, efficacy and therapeutic effects of our product candidate JOTROL; our ability to obtain and maintain regulatory ap

Business

Business Overview Jupiter Neurosciences, Inc. (the “Company”) is a clinical stage research and development pharmaceutical company located in Jupiter, Florida. The Company incorporated in Delaware in January 2016. The Company has developed a unique resveratrol platform product primarily targeting treatment of neuro-inflammation. The product candidate, called JOTROL, has many potential indications of use for rare diseases, of which we are primarily targeting Mucopolysaccharidoses Type 1, Friedreich’s Ataxia, and MELAS. In the larger disease areas, we are primarily targeting Parkinson’s Disease and Mild Cognitive Impairment/early Alzheimer’s disease. Recent developments are guiding us to focusing strongly on Parkinson’s Disease as well as development of our product in the South-East Asian market. The Company has recently completed preclinical activities in a validated mouse model of Parkinson’s Disease (PD) at the University of Miami. The model of PD that was used mimics many aspects of the disease utilizing a unilateral injection of a neurotoxin precursor that elicits nigral cell loss, striatal dopamine loss and behavior deficits similar to physiological characteristics of human disease. We believe that results from this trial indicates that PD might be the best target for treatment solution among the multiple indications where JOTROL might play a role. The trial design and outcomes are further described in the section “Description of Business”. On May 23, 2024, the US Senate unanimously passed the National Plan to End Parkinson’s Act, the first-ever federal legislation dedicated to ending Parkinson’s disease. A cross-country strategy to end Parkinson’s and atypical parkinsonism has the potential to: Dramatically increase federal research funding; Develop more effective pathways for treatments and cures; Improve early diagnosis; Spark new and improved models for patient care; Create

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