Telomir Pharmaceuticals Files S-1/A Amendment

TL;DR

<b>Telomir Pharmaceuticals, Inc. has filed an S-1/A amendment for a securities registration.</b>

AI Summary

Telomir Pharmaceuticals, Inc. (TELO) filed a Amended IPO Registration (S-1/A) with the SEC on January 3, 2024. Telomir Pharmaceuticals, Inc. filed an S-1/A amendment on January 3, 2024. The filing is a registration statement under the Securities Act of 1933. The company is incorporated in Florida and its fiscal year ends on December 31. The principal executive offices are located at 855 N Wolfe Street, Suite 601, Baltimore, Maryland 21205. The filing is designated for a smaller reporting company and an emerging growth company.

Why It Matters

For investors and stakeholders tracking Telomir Pharmaceuticals, Inc., this filing contains several important signals. This S-1/A filing indicates Telomir Pharmaceuticals is seeking to register securities, which is a crucial step for public offerings or further capital raises. As a smaller reporting and emerging growth company, Telomir Pharmaceuticals may be subject to different regulatory requirements and disclosures compared to larger, more established firms.

Risk Assessment

Risk Level: low — Telomir Pharmaceuticals, Inc. shows low risk based on this filing. The filing is an S-1/A amendment, which is a procedural step in the registration process and does not contain new financial performance data or significant business updates.

Analyst Insight

Monitor future filings for details on the proposed offering and the company's progress in the registration process.

Key Numbers

• 333-275534 — SEC File Number (Registration No.)
• 2834 — SIC Code (Primary Standard Industrial Classification Code)
• 872606031 — IRS Number (I.R.S. Employer Identification No.)

Key Players & Entities

• Telomir Pharmaceuticals, Inc. (company) — Registrant
• January 3, 2024 (date) — Filing date
• Florida (location) — State of incorporation
• Dr. Christopher Chapman, Jr. (person) — Chief Executive Officer
• Foley & Lardner LLP (company) — Legal counsel
• Lucosky Brookman LLP (company) — Legal counsel

Forward-Looking Statements

• Telomir Pharmaceuticals, Inc. will complete its public offering within the next 6 months. (Telomir Pharmaceuticals, Inc.) — medium confidence, target: 2024-07-03
• The company's stock will experience volatility upon its public debut due to market uncertainties. (Telomir Pharmaceuticals, Inc.) — high confidence, target: 2024-07-03

FAQ

Industry Context

Telomir Pharmaceuticals operates in the pharmaceutical preparations industry, focusing on the development and commercialization of medical technologies.

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. Track the progress of the S-1/A filing and any subsequent amendments or effectiveness notices.
2. Research the specific securities being registered and the intended use of proceeds.
3. Analyze future filings for financial performance and business development updates.

Key Dates

• 2024-01-03: Filing of S-1/A Amendment — Indicates a step in the securities registration process.

Year-Over-Year Comparison

This is an S-1/A amendment, indicating a revision or update to a previously filed registration statement. No direct comparison to a prior period's financial performance is available in this document.

Key Financial Figures

• $7.00 — ssumed initial public offering price is $7.00 per share. We have applied to have shar
• $563,500 — s and commissions payable by us will be $563,500, and the total proceeds, before expense
• $7,486,500 — roceeds, before expenses, to us will be $7,486,500. The underwriters expect to deliver t
• $0.14 million — ly-stage company that had net losses of $0.14 million and $0.85 million for the years ended D
• $0.85 million — hat had net losses of $0.14 million and $0.85 million for the years ended December 31, 2021 a

Filing Documents

• forms-1a.htm (S-1/A) — 2030KB
• ex23-1.htm (EX-23.1) — 4KB
• forms-1_001.jpg (GRAPHIC) — 18KB
• forms-1_002.jpg (GRAPHIC) — 12KB
• forms-1_020.jpg (GRAPHIC) — 2KB
• forms-1_021.jpg (GRAPHIC) — 2KB
• forms-1_022.jpg (GRAPHIC) — 2KB
• forms-1_023.jpg (GRAPHIC) — 2KB
• forms-1_024.jpg (GRAPHIC) — 2KB
• forms-1_025.jpg (GRAPHIC) — 2KB
• forms-1_026.jpg (GRAPHIC) — 2KB
• forms-1_027.jpg (GRAPHIC) — 1KB
• forms-1_028.jpg (GRAPHIC) — 2KB
• forms-1_029.jpg (GRAPHIC) — 2KB
• forms-1_030.jpg (GRAPHIC) — 1KB
• forms-1_031.jpg (GRAPHIC) — 2KB
• forms-1_032.jpg (GRAPHIC) — 2KB
• graph_001.jpg (GRAPHIC) — 29KB
• graph_002.jpg (GRAPHIC) — 5KB
• graph_003.jpg (GRAPHIC) — 27KB
• graph_004.jpg (GRAPHIC) — 25KB
• forms-1_010.jpg (GRAPHIC) — 370KB
• forms-1_011.jpg (GRAPHIC) — 114KB
• forms-1_012.jpg (GRAPHIC) — 145KB
• forms-1_013.jpg (GRAPHIC) — 63KB
• forms-1_014.jpg (GRAPHIC) — 63KB
• forms-1_015.jpg (GRAPHIC) — 81KB
• forms-1_016.jpg (GRAPHIC) — 200KB
• forms-1_017.jpg (GRAPHIC) — 3KB
• 0001493152-24-000217.txt (&nbsp;) — 3658KB

USE OF PROCEEDS

USE OF PROCEEDS 39 DIVIDEND POLICY 40 CAPITALIZATION 41

DILUTION

DILUTION 42 MANAGEMENT&rsquo;S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 43

BUSINESS

BUSINESS 48 MANAGEMENT 67

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 74 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 81 PRINCIPAL SHAREHOLDERS 82

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 83 SHARES ELIGIBLE FOR FUTURE SALE 8 9 MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS FOR NON-U.S. HOLDERS OF OUR COMMON STOCK 91

UNDERWRITING

UNDERWRITING 94 LEGAL MATTERS 101 EXPERTS 101 WHERE YOU CAN FIND MORE INFORMATION 101 INDEX TO FINANCIAL STATEMENTS F-1 Please read this prospectus carefully. It describes our business, financial condition, results of operations and prospects, among other things. We are responsible for the information contained in this prospectus and in any free-writing prospectus we have authorized. Neither we nor the underwriters have authorized anyone to provide you with different information, and neither we nor the underwriters take responsibility for any other information others may give you. Neither we nor the underwriters are making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. The information contained in this prospectus is accurate only as of the date on the front of this prospectus, regardless of the time of delivery of this prospectus or any sale of securities. You should not assume that the information contained in this prospectus is accurate as of any date other than its date. i INDUSTRY AND MARKET DATA We are responsible for the disclosure in this prospectus. However, this prospectus includes industry data that we obtained from internal surveys, market research, publicly available information, and industry publications. We did not fund and are not otherwise affiliated with any of the sources cited in this prospectus. The market research, publicly available information, and industry publications that we use generally state that the information contained therein has been obtained from sources believed to be reliable. The information therein represents the most recently available data from the relevant sources and publications, and we believe remains reliable. However, this data involves a number of assumptions and limitations regarding our industry which are necessarily subject to a high degree of uncertainty and risk due to a variety of factors, including those described in the section titled &ldquo;

Business

Business Summary Overview We are a pre-clinical-stage pharmaceutical company focused on the development and commercialization of TELOMIR-1, a novel small molecule being developed to function as an oral in situ therapeutic treatment for human stem cells. Based on our pre-clinical studies and if approved by the FDA and comparable foreign regulators, we believe that TELOMIR-1 may potentially serve as a metal enzyme inhibitor of essential metals such as zinc and copper. These essential metals play an important role in the production and function of many enzymatic reactions and the modulation of key cellular pathways. In particular, zinc is essential to the function of pro-inflammatory cytokines such as Interleukin-17, or IL-17, that play a role in a host of age-related inflammatory conditions such as hemochromatosis and osteoarthritis as well as in post-chemotherapy health problems. IL-17 is a type of pro-inflammatory cytokine, and while the pro-inflammatory properties of IL-17 are key to its host-protective capacity, unrestrained IL-17 signaling is associated with immunopathology, inflammatory disease and cancer progression. Our initial focus will be on treatments to inhibit the production of pro-inflammatory cytokines, such as IL-17, by oral administration of TELOMIR-1 as a therapeutic treatment for stem cells in situ. To the best of our knowledge, there is no approved oral IL-17 inhibitor. Our goal is to advance the clinical development of TELOMIR-1 in the United States for the treatment of age-related inflammatory conditions such as hemochromatosis and osteoarthritis, as well as in post-chemotherapy recovery, with our initial targeted indications being hemochromatosis and post-chemotherapy recovery. Pluripotent stem cells are a type of stem cells that have the ability to undergo self-renewal and to give rise to various cell types of the tissues of the body. Based on pre-clinical studies, we believe that TELOMIR-1 may have the potential to protect stem cells in

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View this S-1/A filing on SEC EDGAR