Palisade Bio Files S-1/A Amendment

TL;DR

Palisade Bio (formerly Seneca/Neuralstem) filed an S-1/A. Looks like they're prepping for a stock move.

AI Summary

Palisade Bio, Inc. filed an S-1/A amendment on December 9, 2024, for its registration statement. The company, formerly known as Seneca Biopharma, Inc. and Neuralstem, Inc., is incorporated in Delaware and headquartered in Carlsbad, CA. This filing relates to the registration of securities under the Securities Act of 1933.

Why It Matters

This filing indicates ongoing efforts by Palisade Bio to register securities, which could be related to fundraising or stock offerings necessary for its biopharmaceutical operations.

Risk Assessment

Risk Level: medium — S-1/A filings often precede significant corporate actions like stock offerings, which carry inherent market risks.

Key Numbers

• 333-282883 — SEC File Number (Identifies the specific registration statement)

Key Players & Entities

• PALISADE BIO, INC. (company) — Registrant
• Seneca Biopharma, Inc. (company) — Former Company Name
• Neuralstem, Inc. (company) — Former Company Name
• December 9, 2024 (date) — Filing Date
• 333-282883 (registration_number) — SEC File Number
• Carlsbad, CA (location) — Principal Executive Offices
• Paracorp Incorporated (company) — Agent for Service

FAQ

Key Financial Figures

• $0.01 — 1) share of our common stock, par value $0.01 per share (the “common stock&rdqu
• $1.75 — at an assumed public offering price of $1.75 per Class A Unit (which is the last rep
• $0.0001 — r Class A Units in this offering, minus $0.0001. Each Prefunded Warrant is exercisable
• $4 million — in the offering who purchases at least $4 million of securities in this offering. Please
• $7.3 billion — treatments was valued at approximately $7.3 billion in 2021 and is expected to grow at a co
• $13.3 billion — squo;s disease treatments was valued at $13.3 billion in 2023 and is projected to grow at a C
• $250.0 million — non-affiliates does not equal or exceed $250.0 million as of the prior June 30th, or (2) our a
• $100.0 million — annual revenues did not equal or exceed $100.0 million during such completed fiscal year and t
• $700.0 million — non-affiliates did not equal or exceed $700.0 million as of the prior June 30th. To the exten

Filing Documents

• forms-1a.htm (S-1/A) — 977KB
• ex1-01.htm (EX-1.01) — 291KB
• ex4-48.htm (EX-4.48) — 124KB
• ex4-49.htm (EX-4.49) — 133KB
• ex4-50.htm (EX-4.50) — 137KB
• ex4-51.htm (EX-4.51) — 130KB
• ex5-01.htm (EX-5.01) — 22KB
• ex23-1.htm (EX-23.1) — 4KB
• ex107.htm (EX-FILING FEES) — 24KB
• forms-1a_001.jpg (GRAPHIC) — 11KB
• forms-1a_002.jpg (GRAPHIC) — 11KB
• 0001493152-24-049323.txt ( ) — 1874KB

Use of Proceeds

Use of Proceeds 30 Dividend Policy 30 Capitalization 31 Certain Relationships and Related Party Transactions 33

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 37

Description of Capital Stock

Description of Capital Stock 38

Description of Securities We are Offering

Description of Securities We are Offering 43 Warrant Reprice Transaction 46

Underwriting

Underwriting 46 Legal Matters 49 Experts 49 Where You Can Find More Information 50 Incorporation of Certain Information by Reference 50 ABOUT THIS PROSPECTUS We incorporate by reference important information into this prospectus. You may obtain the information incorporated by reference without charge by following the instructions under “Incorporation of Certain Information by Reference.” You should carefully read this prospectus as well as additional information described under “Incorporation of Certain Information by Reference,” before deciding to invest in our securities. Neither we nor the underwriters have authorized anyone to provide you with additional information or information different from that contained or incorporated by reference in this prospectus or in any free writing prospectus that we have authorized for use in connection with this offering. We take no responsibility for and cannot provide any assurance as to the reliability of, any other information that others may give you. This prospectus does not constitute an offer to sell to any person, or a solicitation of an offer to purchase from any person, the securities offered by this prospectus in any jurisdiction in which it is unlawful to make such offer or solicitation of an offer. The underwriters are offering to sell, and seeking offers to buy, our securities only in jurisdictions where offers and sales are permitted. The information contained in this prospectus and any free writing prospectus that we have authorized for use in connection with this offering is accurate only as of the respective dates thereof, and the information in the documents incorporated by reference in this prospectus is accurate only as of the date of those respective documents, regardless of the time of delivery of this prospectus or of any sale of our securities. Our business, financial condition, results of operations, and prospects may have changed since such dates. It is imp

View Full Filing

View this S-1/A filing on SEC EDGAR