Silo Pharma Files S-1, Signals Public Offering Intent

TL;DR

Silo Pharma just filed an S-1, meaning they're gearing up to sell shares. Big move.

AI Summary

Silo Pharma, Inc. filed an S-1 registration statement on August 21, 2024, indicating its intent to offer securities. The company, formerly known as Uppercut Brands, Inc., Point Capital, Inc., and Gold Swap Inc., is incorporated in Nevada and headquartered in Sarasota, Florida. This filing is a preliminary step before potentially selling shares to the public.

Why It Matters

This S-1 filing is a crucial step for Silo Pharma, Inc. as it signals their intention to raise capital by offering securities to the public, which could significantly impact their future operations and growth.

Risk Assessment

Risk Level: medium — As an S-1 filing, it represents a company preparing for an initial public offering or secondary offering, which inherently carries risks associated with market reception and the company's ability to execute its business plan.

Key Numbers

• 333-281692 — SEC File Number (Identifies this specific registration statement with the SEC.)
• 27-3046338 — IRS Employer Identification Number (Company's tax identification number.)

Key Players & Entities

• Silo Pharma, Inc. (company) — Registrant
• August 21, 2024 (date) — Filing Date
• Nevada (jurisdiction) — State of Incorporation
• Sarasota, Florida (location) — Principal Executive Offices
• Uppercut Brands, Inc. (company) — Former Company Name
• Point Capital, Inc. (company) — Former Company Name
• Gold Swap Inc (company) — Former Company Name
• Eric Weisblum (person) — Chief Executive Officer

FAQ

Key Financial Figures

• $0.0001 — he "Shares") of common stock, par value $0.0001 per share ("Common Stock"), of Silo Pha
• $2.75 — rrant Shares"), at an exercise price of $2.75 per share; issued by us to certain accr
• $3.4375 — cement Agent"), at an exercise price of $3.4375 per share. The Warrants are exercisable
• $3.4325 — e July 2024 Investor Warrants; and (ii) $3.4325 per share upon the cash exercise of the
• $2.3 million — gregate gross proceeds of approximately $2.3 million. However, we cannot predict when and in
• $1.41 — rted sale price of our Common Stock was $1.41. This offering will terminate on the

Filing Documents

• ea0210451-s1_silopharma.htm (S-1) — 2465KB
• ea021045101ex5-1_silophar.htm (EX-5.1) — 15KB
• ea021045101ex23-1_silophar.htm (EX-23.1) — 3KB
• ea021045101ex-fee_silophar.htm (EX-FILING FEES) — 11KB
• image_001.jpg (GRAPHIC) — 4KB
• image_002.jpg (GRAPHIC) — 15KB
• image_003.jpg (GRAPHIC) — 15KB
• image_004.jpg (GRAPHIC) — 15KB
• ex5-1_001.jpg (GRAPHIC) — 3KB
• 0001213900-24-071525.txt ( ) — 10059KB
• silo-20240630.xsd (EX-101.SCH) — 94KB
• silo-20240630_cal.xml (EX-101.CAL) — 47KB
• silo-20240630_def.xml (EX-101.DEF) — 415KB
• silo-20240630_lab.xml (EX-101.LAB) — 774KB
• silo-20240630_pre.xml (EX-101.PRE) — 437KB
• ea0210451-s1_silopharma_htm.xml (XML) — 1015KB

RISK FACTORS

RISK FACTORS 11 JULY 2024 REGISTERED DIRECT OFFERING AND CONCURRENT PRIVATE PLACEMENT 39 SELLING SHAREHOLDERS 40

USE OF PROCEEDS

USE OF PROCEEDS 43 DIVIDEND POLICY 43

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 44

BUSINESS

BUSINESS 62 MANAGEMENT 76

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 82

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 88 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE 90

DESCRIPTION OF SECURITIES THAT THE SELLING SHAREHOLDERS ARE OFFERING

DESCRIPTION OF SECURITIES THAT THE SELLING SHAREHOLDERS ARE OFFERING 91 PLAN OF DISTRIBUTION 93 DISCLOSURE OF COMMISSION POSITION ON INDEMNIFICATION FOR SECURITIES ACT LIABILITY 95 LEGAL MATTERS 95 EXPERTS 95 WHERE YOU CAN FIND MORE INFORMATION 95 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS F-1 i ABOUT THIS PROSPECTUS This prospectus relates to the offer and resale of up to an aggregate of 820,911 shares (the "Shares") of common stock, par value $0.0001 per share ("Common Stock"), of Silo Pharma, Inc. (the "Company", "we", "us" or "our"), consisting of shares of Common Stock issuable upon the exercise of: (i) common stock purchase warrants (the "July 2024 Investor Warrants"), to purchase up to 763,638 shares of Common Stock (the "July 2024 Investor Warrant Shares"), at an exercise price of $2.75 per share; issued by us to certain accredited investors on July 22, 2024 in a concurrent private placement and registered direct transaction pursuant to a securities purchase agreement, dated as of June 4, 2024 (the "July 2024 Purchase Agreement"); and (ii) common stock purchase warrants (the "July 2024 Placement Agent Warrants," together with the July 2024 Investor Warrants, the "Warrants") to purchase 57,273 shares of Common Stock (the "July 2024 Placement Agent Warrant Shares," together with the July 2024 Investor Warrant Shares, the "Warrant Shares") issued to designees of H.C. Wainwright & Co., LLC, as exclusive placement agent (the "Placement Agent"), at an exercise price of $3.4375 per share. The Warrants are exercisable immediately upon issuance for a five-year period. The holders of the Warrants and the underlying Warrant Shares are each referred to herein as a "Selling Shareholder" and collectively as the "Selling Shareholders." For additional information regarding the issuance of the Warrants and Warrant Shares, see "July 2024 Registered Direct Offering and Concurrent Private Placement" beginning on page 39. You should rely only on the infor

View Full Filing

View this S-1 filing on SEC EDGAR