Tenon Medical Files S-1/A Amendment

TL;DR

Tenon Medical filed an S-1/A amendment, likely for a stock offering. Watch for details on shares and price.

AI Summary

Tenon Medical, Inc. filed an S-1/A amendment on November 4, 2024, for its registration statement under the Securities Act of 1933. The company, incorporated in Delaware with its principal executive offices at 104 Cooper Court, Los Gatos, CA 95032, is seeking to register securities. Steven M. Foster is listed as the Chief Executive Officer and President.

Why It Matters

This filing indicates Tenon Medical is moving forward with a securities offering, which could impact its capital structure and future operations.

Risk Assessment

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

Key Numbers

• 333-282704 — SEC Registration Number (Identifies the specific registration statement)

Key Players & Entities

• Tenon Medical, Inc. (company) — Registrant
• November 4, 2024 (date) — Filing date
• 104 Cooper Court, Los Gatos, CA 95032 (address) — Principal executive offices
• Steven M. Foster (person) — CEO and President
• 333-282704 (registration_number) — SEC Registration Number

FAQ

Key Financial Figures

• $0.001 — 5,700 shares of common stock, par value $0.001 per share, of Tenon Medical, Inc. (the
• $3.75 — Capital Market on November 1, 2024 was $3.75 per share. Investing in our securitie
• $3.55 — rants for cash at the exercise price of $3.55 per share in consideration for the Comp
• $0.125 — ny's agreement to issue, for payment of $0.125 per New Warrant, (i) the Series A New W
• $4.28 — of Common Stock at an exercise price of $4.28 per share, which are exercisable for fi
• $4.6 million — eceived gross proceeds of approximately $4.6 million from the exercise of the Public Offerin
• $3.68 — rants") at a combined offering price of $3.68 per share of common stock and accompany
• $3 — companying Public Offering Warrant, and $3.68, less $0.0001 per Pre-Funded Warrant
• $0.0001 — ublic Offering Warrant, and $3.68, less $0.0001 per Pre-Funded Warrant and accompanying
• $4.5 m — gregate gross proceeds of approximately $4.5 million, before deducting 7% placement ag
• $4.2756 — mon stock at an exercise price equal to $4.2756 per share for an aggregate offering pri
• $550,000 — hare for an aggregate offering price of $550,000. Each share of Series B Preferred Stock
• $5.09 — r common stock at a conversion price of $5.09 per share, subject to adjustment. The S
• $6.3625 — Agreement, each Series B Investor paid $6.3625 for each share of Series B Preferred St

Filing Documents

• ea0219935-s1a1_tenon.htm (S-1/A) — 2347KB
• ea021993501ex23-1_tenon.htm (EX-23.1) — 3KB
• ea021993501ex23-2_tenon.htm (EX-23.2) — 2KB
• image_001.jpg (GRAPHIC) — 25KB
• image_002.jpg (GRAPHIC) — 14KB
• image_003.jpg (GRAPHIC) — 5KB
• image_004.jpg (GRAPHIC) — 10KB
• image_005.jpg (GRAPHIC) — 28KB
• image_006.jpg (GRAPHIC) — 5KB
• image_007.jpg (GRAPHIC) — 28KB
• image_008.jpg (GRAPHIC) — 9KB
• image_009.jpg (GRAPHIC) — 6KB
• image_010.jpg (GRAPHIC) — 5KB
• image_011.jpg (GRAPHIC) — 11KB
• image_012.jpg (GRAPHIC) — 4KB
• image_013.jpg (GRAPHIC) — 7KB
• ex23-2_001.jpg (GRAPHIC) — 2KB
• 0001213900-24-094233.txt ( ) — 9043KB
• tnon-20240630.xsd (EX-101.SCH) — 63KB
• tnon-20240630_cal.xml (EX-101.CAL) — 56KB
• tnon-20240630_def.xml (EX-101.DEF) — 367KB
• tnon-20240630_lab.xml (EX-101.LAB) — 634KB
• tnon-20240630_pre.xml (EX-101.PRE) — 382KB
• ea0219935-s1a1_tenon_htm.xml (XML) — 852KB

BUSINESS

BUSINESS 58 MANAGEMENT 77 EXECUTIVE COMPENSATION 83 PRINCIPAL STOCKHOLDERS 92 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 93 DESCRIPTION OF SECURITIES 93 PLAN OF DISTRIBUTION 109 EXPERTS 110 CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT 110 LEGAL MATTERS 111 WHERE YOU CAN FIND MORE INFORMATION 111 INDEX TO FINANCIAL STATEMENTS F-1 You should rely only on the information contained in this prospectus or any prospectus supplement or amendment. Neither we, nor the placement agent, have authorized any other person to provide you with information that is different from, or adds to, that contained in this prospectus. If anyone provides you with different or inconsistent information, you should not rely on it. Neither we nor the placement agent take responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. You should assume that the information contained in this prospectus, or any free writing prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or of any sale of our common stock. Our business, financial condition, results of operations and prospects may have changed since that date. We are not making an offer of any securities in any jurisdiction in which such offer is unlawful. No action is being taken in any jurisdiction outside the United States to permit a public offering of our securities or possession or distribution of this prospectus in that jurisdiction. Persons who come into possession of this prospectus in jurisdictions outside the United States are required to inform themselves about and to observe any restrictions as to this public offering and the distribution of this prospectus applicable to that jurisdiction. i ABOUT THIS PROSPECTUS Throughout this prospectus, unless otherwise designated or the context suggests otherwise, all references to the "Tenon," the "Company," the "regist

View Full Filing

View this S-1/A filing on SEC EDGAR