Ocean Biomedical Files Q3 2024 10-Q
Ticker: OCEA · Form: 10-Q · Filed: Jan 13, 2025 · CIK: 1869974
Sentiment: neutral
Topics: 10-Q, financials, pharmaceuticals
Related Tickers: OCEA
TL;DR
Ocean Biomedical (OCEA) filed its Q3 2024 10-Q on Jan 13, 2025. Check financials.
AI Summary
Ocean Biomedical, Inc. filed its quarterly report for the period ending September 30, 2024. The company, formerly known as Aesther Healthcare Acquisition Corp., is involved in the pharmaceutical preparations industry. The filing was made on January 13, 2025, and provides financial data for the nine months ended September 30, 2024.
Why It Matters
This filing provides investors with an update on Ocean Biomedical's financial performance and operational status for the third quarter of 2024, crucial for assessing the company's health and future prospects.
Risk Assessment
Risk Level: medium — As a 10-Q filing, it contains detailed financial information, but without specific operational or financial performance highlights, the risk level is assessed as medium.
Key Numbers
- 20240930 — Reporting Period End Date (Indicates the end of the fiscal quarter for which financial information is reported.)
- 20250113 — Filing Date (The date the 10-Q report was officially submitted to the SEC.)
Key Players & Entities
- Ocean Biomedical, Inc. (company) — Filer of the 10-Q report
- Aesther Healthcare Acquisition Corp. (company) — Former name of Ocean Biomedical, Inc.
- 20240930 (date) — End of the reporting period
- 20250113 (date) — Filing date of the report
- 001-40793 (dollar_amount) — SEC file number
FAQ
What is the primary business of Ocean Biomedical, Inc.?
Ocean Biomedical, Inc. is classified under the Pharmaceutical Preparations industry (SIC code 2834).
When was the reporting period for this 10-Q filing?
The conformed period of report was for the period ending September 30, 2024.
What was the previous name of Ocean Biomedical, Inc.?
Ocean Biomedical, Inc. was formerly known as Aesther Healthcare Acquisition Corp., with a name change date of 20210628.
On what date was this 10-Q filing submitted?
This 10-Q filing was submitted on January 13, 2025.
What is the company's principal executive office address?
The company's business and mail address is 515 Madison Ave Suite 8078, New York, NY 10022.
Filing Stats: 4,517 words · 18 min read · ~15 pages · Grade level 16.9 · Accepted 2025-01-13 09:20:46
Key Financial Figures
- $0.0001 — ch registered Common stock, par value $0.0001 per share OCEA The NASDAQ Stock Mar
- $11.50 — of common stock at an exercise price of $11.50 OCEAW The NASDAQ Stock Market LLC
Filing Documents
- form10-q.htm (10-Q) — 1441KB
- ex31-1.htm (EX-31.1) — 18KB
- ex31-2.htm (EX-31.2) — 18KB
- ex32-1.htm (EX-32.1) — 8KB
- ex32-2.htm (EX-32.2) — 8KB
- 0001493152-25-001880.txt ( ) — 7834KB
- ocea-20240930.xsd (EX-101.SCH) — 62KB
- ocea-20240930_cal.xml (EX-101.CAL) — 51KB
- ocea-20240930_def.xml (EX-101.DEF) — 341KB
- ocea-20240930_lab.xml (EX-101.LAB) — 439KB
- ocea-20240930_pre.xml (EX-101.PRE) — 388KB
- form10-q_htm.xml (XML) — 1313KB
Financial Statements (unaudited)
Financial Statements (unaudited) 4 Condensed Consolidated Balance Sheets 4 Condensed Consolidated Statements of Operations 5 Condensed Consolidated Statements of Stockholders' Deficit 6 Condensed Consolidated Statements of Cash Flows 7 Notes to Unaudited Condensed Consolidated Financial Statements 8 Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
Management's Discussion and Analysis of Financial Condition and Results of Operations 35 Item 3.
Quantitative and Qualitative Disclosures About Market Risk
Quantitative and Qualitative Disclosures About Market Risk 50 Item 4.
Controls and Procedures
Controls and Procedures 50 PART II. OTHER INFORMATION 52 Item 1.
Legal Proceedings
Legal Proceedings 52 Item 1A.
Risk Factors
Risk Factors 52 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 53 Item 6. Exhibits 54
Signatures
Signatures 55 2 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q (this "Report"), including the section entitled " Management's Discussion and Analysis of Financial Condition and Results of Operations ," contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 under Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and such statements are made pursuant to the safe harbor provisions contained therein. These forward-looking statements relate to current expectations and strategies, future operations, future financial positioning, future revenue, projected costs, prospects, current plans, current objectives of management and expected market growth, and involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from expectations, estimates, and projections expressed or implied by these forward-looking statements and, consequently, you should not rely on these forward-looking statements as a guarantee, an assurance, a prediction, or a definitive statement of fact or probability of future events. All statements contained in this Report, other than and plans and our objectives for future operations, are forward-looking statements. The words "may," "should," "could," "predict," "potential," "plan," "seeks," "believe," "will likely result," "expect," "continue," "will continue," "will," "will be," "anticipate," "seek," "estimate," "intend," "plan," "projection," "would," "outlook," and similar expressions that convey uncertainty of future events or outcomes, or the negative version of those words or phrases or other compa
forward-looking statements. The absence of such words does not mean that a statement is not forward-looking
forward-looking statements. The absence of such words does not mean that a statement is not forward-looking. You should not rely on forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this Report primarily on our current expectations and projections about future events and trends that we believe may affect our business, financial condition and operating results. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties and other factors including those below in this Report under the caption " Risk Factors " and in our Annual Report on Form 10-K for the year ended December 31, 2023, under the captions " Cautionary Note Regarding Forward-Looking Statements " and " Risk Factors ." These factors and the other risk factors described in our periodic and current reports filed with the U.S. Securities and Exchange Commission ("SEC") from time to time, however, are not necessarily all of the important factors that could cause our actual results, performance, or achievements to differ materially from those expressed in or implied by any of our forward-looking statements. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this Report. The results, events and circumstances reflected in the forward-looking statements may not be achieved or occur, and actual results, events or circumstances could differ materially from those described in the forward-looking statements. In addition, statements that "we believe" and similar statements reflect our beliefs and opinions on the relevant subject. These reasonable basis
Business
Business Combination Agreement On February 14, 2023, Aesther Healthcare Acquisition Corp. ("AHAC") completed the acquisition of Ocean Biomedical Holdings, Inc. ("Legacy Ocean") pursuant to the definitive agreement dated August 31, 2022, and as amended on December 5, 2022 (the "Business Combination Agreement"), by and among, AHAC, AHAC Merger Sub Inc., a wholly-owned subsidiary of AHAC, Aesther Healthcare Sponsor, LLC, Legacy Ocean, and Dr. Chirinjeev Kathuria (the "Closing"). Upon Closing, AHAC Merger Sub Inc. merged with and into Legacy Ocean, with Legacy Ocean surviving the merger as a wholly owned subsidiary of AHAC. AHAC changed its name from "Aesther Healthcare Acquisition Corp." to "Ocean Biomedical, Inc." and is referred to herein as "the Company." Unless context otherwise requires, the reference to "AHAC" refers to the Company prior to Closing. Under the Business Combination Agreement, the Company acquired all outstanding capital stock of Legacy Ocean for approximately $ 240.0 million, in aggregate consideration before transaction and other fees, which Legacy Ocean stockholders received in the form of shares of common stock of the Company (the consummation of the business combination and other transactions contemplated by the Business Combination Agreement, collectively, the "Business Combination"). The Business Combination was accounted for as a reverse recapitalization in accordance with U.S. generally accepted accounting principles ("U.S. GAAP"). Under this method of accounting, AHAC, which is the legal acquirer, is treated as the "acquired" company for financial reporting purposes and Legacy Ocean is treated as the accounting acquirer. The net assets of AHAC are stated at historical cost, with no goodwill or other intangible assets recorded. All historical financial information presented in the condensed consolidated financial statements represents Legacy Ocean and its wholly owned subsidiaries as Legacy Ocean is the predecessor to the Company. The