Longeveron Inc. Files S-1 Registration Statement

TL;DR

<b>Longeveron Inc. has filed an S-1 registration statement, signaling potential future public offerings.</b>

AI Summary

Longeveron Inc. (LGVN) filed a IPO Registration (S-1) with the SEC on January 29, 2024. Longeveron Inc. has filed an S-1 registration statement with the SEC. The filing indicates the company is incorporated in Delaware. The primary SIC code is 2834 (Pharmaceutical Preparations). The principal executive offices are located in Miami, Florida. The filing is dated January 29, 2024.

Why It Matters

For investors and stakeholders tracking Longeveron Inc., this filing contains several important signals. This S-1 filing is a prerequisite for Longeveron to potentially offer its securities to the public, which could provide capital for its operations and research. The filing provides detailed information about the company's business, financial condition, and management, allowing investors to assess potential risks and opportunities.

Risk Assessment

Risk Level: low — Longeveron Inc. shows low risk based on this filing. The filing is a standard S-1 registration statement, which is a preliminary step for public offerings and does not inherently indicate immediate financial distress or significant new risks.

Analyst Insight

Monitor future filings for details on specific offerings, use of proceeds, and updated financial performance.

Key Numbers

• 2024-01-29 — Filing Date (S-1 Registration Statement)
• 333-276745 — SEC File Number (S-1 Registration Statement)
• 2834 — SIC Code (Pharmaceutical Preparations)
• 12/31 — Fiscal Year End (Company Fiscal Year)
• DE — State of Incorporation (Longeveron Inc.)
• Miami, Florida — Principal Executive Offices (Longeveron Inc.)
• 305-302-7158 — Business Phone (Longeveron Inc.)

Key Players & Entities

• Longeveron Inc. (company) — Registrant
• Wa'el Hashad (person) — Chief Executive Officer
• Jennifer Minter, Esq. (person) — Counsel
• Brian North, Esq. (person) — Counsel
• Buchanan Ingersoll & Rooney PC (company) — Legal Counsel
• 2024-01-29 (date) — Filing Date
• 333-276745 (registration_number) — SEC File Number
• 2834 (sic_code) — Primary Standard Industrial Classification Code

Forward-Looking Statements

• Longeveron will proceed with a public offering of securities. (Longeveron Inc.) — high confidence, target: After S-1 effectiveness

FAQ

Industry Context

Longeveron Inc. operates in the pharmaceutical preparations industry, focusing on developing therapies for aging-related diseases.

Regulatory Implications

The S-1 filing is a regulatory requirement under the Securities Act of 1933 for companies planning to offer securities to the public.

What Investors Should Do

1. Review the full S-1 filing for detailed business descriptions and risk factors.
2. Track subsequent SEC filings for updates on potential stock offerings and financial performance.
3. Analyze the company's business strategy and market position within the biopharmaceutical sector.

Key Dates

• 2024-01-29: Filing of S-1 Registration Statement — Initiates the process for potential public securities offerings.

Year-Over-Year Comparison

This is an initial S-1 filing, so there is no prior filing of this type to compare against for this specific registration.

Key Financial Figures

• $0.001 — of our Class A Common Stock, par value $0.001 per share ("Common Stock") issuable upo
• $2.4 million — receive proceeds of up to approximately $2.4 million if all of the Warrants covered by this
• $0.80 — ported on the NASDAQ Capital Market was $0.80 per share. Investing in our securities
• $12.00 — n Stock at an initial exercise price of $12.00 per share issued to the underwriter in
• $17.50 — n Stock at an initial exercise price of $17.50 per share in the 2021 PIPE Offering (th
• $1.65 — of Common Stock at an exercise price of $1.65 per share (the "October 2023 Private Pl
• $2.0625 — of Common Stock at an exercise price of $2.0625 per share (the "October 2023 Placement
• $1.62 — of Common Stock at an exercise price of $1.62 per share (the "December 2023 Private P
• $2.1813 — of Common Stock at an exercise price of $2.1813 per share (the "December 2023 Placement
• $2.36 million — ants"), for aggregate gross proceeds of $2.36 million prior to discounts, commissions and oth
• $5.25 — f the September 2023 rights offering to $5.25 per share. When appropriate funding op
• $16.0 million — nce 2016 we have received approximately $16.0 million in grant awards ($11.5 million of which
• $11.5 million — ximately $16.0 million in grant awards ($11.5 million of which has been directly awarded to u
• $1.235 b — total annual gross revenues of at least $1.235 billion, (3) the date on which we are dee
• $700.0 million — n Stock held by non-affiliates exceeded $700.0 million as of the last business day of our most

Filing Documents

• ea192322-s1_longeveron.htm (S-1) — 751KB
• ea192322ex5-1_longeveron.htm (EX-5.1) — 14KB
• ea192322ex23-1_longeveron.htm (EX-23.1) — 3KB
• ea192322ex23-2_longeveron.htm (EX-23.2) — 3KB
• ea192322ex-fee_longeveron.htm (EX-FILING FEES) — 13KB
• image_001.jpg (GRAPHIC) — 9KB
• ex5-1_001.jpg (GRAPHIC) — 3KB
• ex23-1_001.jpg (GRAPHIC) — 6KB
• ex23-1_002.jpg (GRAPHIC) — 6KB
• 0001213900-24-007380.txt (&nbsp;) — 1078KB
• lgvn-20230930.xsd (EX-101.SCH) — 3KB
• lgvn-20230930_def.xml (EX-101.DEF) — 6KB
• lgvn-20230930_lab.xml (EX-101.LAB) — 8KB
• lgvn-20230930_pre.xml (EX-101.PRE) — 5KB
• ea192322-s1_longeveron_htm.xml (XML) — 1KB

RISK FACTORS

RISK FACTORS 11 DIVIDEND POLICY 57

USE OF PROCEEDS

USE OF PROCEEDS 58 DETERMINATION OF OFFERING PRICE 58 THE SELLING STOCKHOLDERS 58 PLAN OF DISTRIBUTION 60

DESCRIPTION OF SECURITIES TO BE REGISTERED

DESCRIPTION OF SECURITIES TO BE REGISTERED 61 LEGAL MATTERS 70 EXPERTS 70 WHERE YOU CAN FIND MORE INFORMATION 70 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 71 i ABOUT THIS PROSPECTUS This prospectus provides you with a general description of the Common Stock that may be resold by the Selling Stockholders. In certain circumstances, we may provide a prospectus supplement that will contain specific information about the terms of a particular offering by the Selling Stockholders. We also may provide a prospectus supplement to add information to, or update or change information contained in, this prospectus. To the extent there is a conflict between the information contained in this prospectus and any prospectus supplement, you should rely on the information in the prospectus supplement, provided that if any statement in one of these documents is inconsistent with a statement in another document having a later date—for example, a document incorporated by reference in this prospectus or any prospectus supplement—the statement in the later-dated document modifies or supersedes the earlier statement. This prospectus is part of a registration statement that we have filed with the Securities and Exchange Commission pursuant to which the Selling Stockholders named herein may, from time to time, offer and sell or otherwise dispose of the Common Stock covered by this prospectus. You should rely only on the information contained in this prospectus or any related prospectus supplement. We have not authorized anyone to provide you with different information. If anyone provides you with different or inconsistent information, you should not rely on it. The information contained in this prospectus is accurate only on the date of this prospectus. Our business, financial condition, results of operations and prospects may have changed since such date. Other than as required under the federal securities laws, we undertake no obligation to publicly update or

View Full Filing

View this S-1 filing on SEC EDGAR