Longeveron Inc. Files Amendment No. 1 to S-1 Registration Statement

TL;DR

<b>Longeveron Inc. has filed an amendment to its S-1 registration statement, indicating readiness for a public offering.</b>

AI Summary

Longeveron Inc. (LGVN) filed a Amended IPO Registration (S-1/A) with the SEC on April 3, 2024. Longeveron Inc. filed an amendment to its S-1 registration statement on April 3, 2024. The filing is designated as Amendment No. 1 to FORM S-1. The company's principal executive offices are located at 1951 NW 7th Avenue, Suite 520, Miami, Florida 33136. The filing indicates that the proposed sale of securities will commence as soon as practicable after the registration statement is declared effective. The company is incorporated in Delaware and operates within the Pharmaceutical Preparations industry (SIC code 2834).

Why It Matters

For investors and stakeholders tracking Longeveron Inc., this filing contains several important signals. This amendment suggests Longeveron is progressing towards a public offering, which could provide capital for its operations and research. The filing provides updated details and legal disclosures necessary for potential investors to evaluate the company before its securities are offered to the public.

Risk Assessment

Risk Level: low — Longeveron Inc. shows low risk based on this filing. The filing is an amendment to a registration statement, indicating procedural steps rather than new material financial or operational information that would significantly alter risk.

Analyst Insight

Monitor for the effectiveness of the registration statement and subsequent offering details to assess potential investment opportunities.

Key Numbers

• 333-278073 — SEC File Number (Registration statement number)
• 2024-04-03 — Filing Date (Date of filing the amendment)
• 1951 NW 7th Avenue, Suite 520 — Business Address (Principal executive offices)
• Miami, Florida 33136 — Business Address (Principal executive offices)
• 305-302-7158 — Business Phone (Telephone number for principal executive offices)
• 2834 — SIC Code (Primary Standard Industrial Classification Code)
• DE — State of Incorporation (Jurisdiction of incorporation)
• 1231 — Fiscal Year End (Company's fiscal year end)

Key Players & Entities

• Longeveron Inc. (company) — Registrant name
• Wa'el Hashad (person) — Chief Executive Officer
• Jennifer Minter, Esq. (person) — Legal counsel
• Brian North, Esq. (person) — Legal counsel
• Adam G. Wicks, Esq. (person) — Legal counsel
• Buchanan Ingersoll & Rooney PC (company) — Legal counsel
• Rick A. Werner, Esq. (person) — Legal counsel
• Jayun Koo, Esq. (person) — Legal counsel

FAQ

Industry Context

Longeveron Inc. operates in the Pharmaceutical Preparations industry, focusing on developing therapies.

Regulatory Implications

The filing is made under the Securities Act of 1933, which governs the registration of securities offered to the public.

What Investors Should Do

1. Review the full S-1/A filing for detailed risk factors and business descriptions.
2. Track the SEC's review process and any further amendments to the registration statement.
3. Monitor for the declaration of effectiveness of the registration statement and the subsequent public offering details.

Key Dates

• 2024-04-03: Filing of Amendment No. 1 to Form S-1 — Indicates progress towards public offering effectiveness.

Year-Over-Year Comparison

This is an amendment to a previously filed registration statement, indicating ongoing procedural steps rather than a new initial filing.

Key Financial Figures

• $0.001 — of our Class A common stock, par value $0.001 per share ("Class A common stock"), and
• $3 — accompanying Class A common warrant is $3.25, which is equal to the closing price
• $0 — d to the public in this offering, minus $0.001, and the exercise price of each pre
• $2.75 — aq Capital Market on April 2, 2024, was $2.75 per share. All share, Class A common wa
• $3.25 — sumed combined public offering price of $3.25 per share and the accompanying Class A
• $3.249 — accompanying Class A common warrant and $3.249 per pre -funded warrant and the accompa
• $35,000 — accountable expenses in an amount up to $35,000, and legal fees and other out -of-pocke
• $100,000 — -pocket expenses in the amount of up to $100,000. In addition, we have agreed to issue t

Filing Documents

• ea0202023-02.htm (S-1/A) — 1017KB
• ea020202302ex4-11_long.htm (EX-4.11) — 105KB
• ea020202302ex4-12_long.htm (EX-4.12) — 103KB
• ea020202302ex4-13_long.htm (EX-4.13) — 109KB
• ea020202302ex5-1_long.htm (EX-5.1) — 18KB
• ea020202302ex10-20_long.htm (EX-10.20) — 203KB
• ea020202302ex23-1_long.htm (EX-23.1) — 2KB
• ex5-1_001.jpg (GRAPHIC) — 11KB
• timage_001.jpg (GRAPHIC) — 8KB
• timage_002.jpg (GRAPHIC) — 8KB
• timage_003.jpg (GRAPHIC) — 5KB
• tlongeveron_logo.jpg (GRAPHIC) — 94KB
• 0001213900-24-029926.txt (&nbsp;) — 2189KB
• lgvn-20231231.xsd (EX-101.SCH) — 3KB
• lgvn-20231231_def.xml (EX-101.DEF) — 6KB
• lgvn-20231231_lab.xml (EX-101.LAB) — 9KB
• lgvn-20231231_pre.xml (EX-101.PRE) — 6KB
• ea0202023-02_htm.xml (XML) — 4KB

USE OF PROCEEDS

USE OF PROCEEDS 25

SELECTED FINANCIAL DATA

SELECTED FINANCIAL DATA 26 DIVIDEND POLICY 27

DESCRIPTION OF SECURITIES WE ARE OFFERING

DESCRIPTION OF SECURITIES WE ARE OFFERING 30 PLAN OF DISTRIBUTION 35 LEGAL MATTERS 38 WHERE YOU CAN FIND MORE INFORMATION 39

SIGNATURES

SIGNATURES II-8 Neither we nor the placement agent have authorized anyone to provide you with information other than that contained in this prospectus, or any free writing prospectus prepared by or on our behalf or to which we have referred you. We and the placement agent take no responsibility for and can provide no assurance as to the reliability of, any other information that others may give you. We and the placement agent are offering to sell, and seeking offers to buy, securities only in jurisdictions where offers and sales are permitted. 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. No action is being taken in any jurisdiction outside the United States to permit a public offering of our securities or possession or distribution of this prospectus in that jurisdiction. Persons who come into possession of this prospectus in jurisdictions outside the United States are required to inform themselves about and to observe any restrictions as to this offering and the distribution of this prospectus applicable to that jurisdiction. We and the placement agent are offering to sell, and seeking offers to buy, our securities only in jurisdictions where offers and sales are permitted. Neither we nor the placement agent have 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 of the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, the offering of our shares of Class A common stock, Class A common warrants and pre -funde

View Full Filing

View this S-1/A filing on SEC EDGAR