Theriva Biologics Files S-1 for Securities Registration

TL;DR

Theriva Biologics just filed an S-1, get ready for a potential stock offering.

AI Summary

Theriva Biologics, Inc. filed an S-1 registration statement on September 10, 2024, to register securities under the Securities Act of 1933. The company, formerly known as Synthetic Biologics, Inc., is incorporated in Nevada and headquartered in Rockville, MD. This filing indicates a potential offering of securities, though specific details on the amount or terms are not yet provided in this excerpt.

Why It Matters

This S-1 filing signals Theriva Biologics' intent to raise capital through the sale of securities, which could impact its future operations and stock value.

Risk Assessment

Risk Level: medium — As an S-1 filing, it indicates a potential offering of securities, which inherently carries market and execution risks for the company and investors.

Key Numbers

• 333-282024 — SEC File Number (Identifies this specific registration statement with the SEC.)
• 2834 — SIC Code (Indicates the company operates in the Pharmaceutical Preparations industry.)

Key Players & Entities

• Theriva Biologics, Inc. (company) — Registrant
• Synthetic Biologics, Inc. (company) — Former company name
• 20240910 (date) — Filing date
• Steven A. Shallcross (person) — CEO and CFO
• Nevada (jurisdiction) — State of incorporation
• Rockville, MD (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.001 — 3 shares of our common stock, par value $0.001 (the “Common Stock”), toget
• $3 — tock and accompanying Common Warrant is $3.22, which was the closing price of our
• $0 — d to the public in this offering, minus $0.001, and the exercise price of each Pre
• $3.22 — r Common Stock on the NYSE American was $3.22 per share. The actual public offering p
• $3.219 — ock and accompanying Common Warrant and $3.219 per Pre-Funded Warrant and accompanying
• $250 million — stock held by non-affiliates) less than $250 million calculated as of the last business day
• $100 million — r (2) our annual revenues are less than $100 million for our previous fiscal year and we hav
• $700 million — ic float or a public float of less than $700 million as of the end of that fiscal year&rsquo

Filing Documents

• tm2423565d1_s1.htm (S-1) — 361KB
• tm2423565d1_ex1-4.htm (EX-1.4) — 45KB
• tm2423565d1_ex4-3.htm (EX-4.3) — 88KB
• tm2423565d1_ex4-4.htm (EX-4.4) — 86KB
• tm2423565d1_ex5-1a.htm (EX-5.1(A)) — 14KB
• tm2423565d1_ex5-1b.htm (EX-5.1(B)) — 14KB
• tm2423565d1_ex10-34.htm (EX-10.34) — 204KB
• tm2423565d1_ex23-1.htm (EX-23.1) — 2KB
• tm2423565d1_ex-filingfees.htm (EX-FILING FEES) — 19KB
• tm2423565d1_s1img001.jpg (GRAPHIC) — 10KB
• tm2423565d1_s1img002.jpg (GRAPHIC) — 133KB
• tm2423565d1_ex5-1bimg001.jpg (GRAPHIC) — 2KB
• 0001104659-24-098640.txt ( ) — 1034KB

USE OF PROCEEDS

USE OF PROCEEDS 9 DIVIDEND POLICY 10 DESCRIPTION OF OUR CAPITAL STOCK 11

DESCRIPTION OF SECURITIES TO BE REGISTERED

DESCRIPTION OF SECURITIES TO BE REGISTERED 15 MATERIAL UNITED STATES FEDERAL INCOME TAX CONSIDERATIONS 18 PLAN OF DISTRIBUTION 23 LEGAL MATTERS 25 EXPERTS 25 WHERE YOU CAN FIND ADDITIONAL INFORMATION 25 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 25 ABOUT THIS PROSPECTUS You should rely only on the information that we have provided or incorporated by reference in this prospectus. We have not authorized anyone to provide you with different or additional information. If anyone provides you with different or additional information, you should not rely on it. You should assume that the information in this prospectus is accurate only as of the date on the cover of the document and that any information we have incorporated by reference is accurate only as of the date of the document incorporated by reference, regardless of the time of delivery of this prospectus or any sale of a security. Our business, financial condition, results of operations and prospects may have changed since those dates. We urge you to carefully read this prospectus, together with the information incorporated herein by reference as described under the heading “ Where You Can Find Additional Information .” In this prospectus, unless otherwise specified or the context requires otherwise, we use the terms “Theriva,” “Company,” “we,” “us” and “our” or similar references to refer to Theriva Biologics, Inc., a Nevada corporation, together with its consolidated subsidiaries. SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This prospectus and the documents incorporated by reference into this prospectus include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, that relate to future events or our future financial performance and involve kno

View Full Filing

View this S-1 filing on SEC EDGAR