CNS Pharmaceuticals Files S-1/A Amendment

TL;DR

CNS Pharmaceuticals filed an S-1/A update on 7/19/24. More info for investors.

AI Summary

CNS Pharmaceuticals, Inc. filed an S-1/A amendment on July 19, 2024, to update its registration statement. The company, incorporated in Nevada with its principal executive offices in Houston, TX, is in the pharmaceutical preparations industry. This filing is an amendment to a previous S-1 registration.

Why It Matters

This amendment to the S-1 registration statement provides updated information for investors regarding CNS Pharmaceuticals' securities offerings and corporate status.

Risk Assessment

Risk Level: medium — S-1/A filings often indicate a company is preparing to offer new securities, which can be speculative and carry inherent risks for investors.

Key Numbers

• 333-280074 — SEC File Number (Identifies the specific registration statement with the SEC.)

Key Players & Entities

• CNS Pharmaceuticals, Inc. (company) — Registrant
• July 19, 2024 (date) — Filing Date
• Nevada (jurisdiction) — State of Incorporation
• Houston, TX (location) — Principal Executive Offices
• John Climaco (person) — Chief Executive Officer
• 333-280074 (registration_number) — SEC File Number

FAQ

Key Financial Figures

• $1.14 — sumed combined public offering price of $1.14 per share and accompanying common warra
• $0.125 — hare under Nasdaq Rule 5635(d) plus (b) $0.125 per whole share of common stock underly
• $0.001 — mmon stock and has an exercise price of $0.001 per share. The combined purchase price
• $5 — ccompanying common warrants is equal to $5.349, which is equal to the combined pur
• $750,000 — eed to pay HPI: (i) development fees of $750,000 over a three-year period beginning Nove
• $50,000 — (ii) a 2% royalty on net sales; (iii) a $50,000 per year license fee; (iv) milestone pa
• $100,000 — license fee; (iv) milestone payments of $100,000 upon the commencement of a Phase II tri
• $1.0 million — he commencement of a Phase II trial and $1.0 million upon the approval of a New Drug Applica
• $1,134,000 — he Company agreed to fund approximately $1,134,000 over a two-year period. The Company pai
• $334,000 — r period. The Company paid and recorded $334,000 in 2020 related to this agreement in re
• $800,000 — statements of operations. The remaining $800,000 was paid in 2021. The principal investi

Filing Documents

• cns_s1a1.htm (S-1/A) — 395KB
• cns_ex0417.htm (EX-4.17) — 108KB
• cns_ex0418.htm (EX-4.18) — 108KB
• 0001683168-24-004962.txt ( ) — 893KB
• cnsp-20240719.xsd (EX-101.SCH) — 3KB
• cnsp-20240719_lab.xml (EX-101.LAB) — 34KB
• cnsp-20240719_pre.xml (EX-101.PRE) — 22KB
• cns_s1a1_htm.xml (XML) — 3KB

RISK FACTORS

RISK FACTORS 8 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 14

USE OF PROCEEDS

USE OF PROCEEDS 15

DILUTION

DILUTION 16 CAPITALIZATION 18

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 19 DESCRIPTION OF OUTSTANDING WARRANTS 22 DESCRIPTION OF PRE-FUNDED WARRANTS 23 DESCRIPTION OF COMMON WARRANTS 24 PLAN OF DISTRIBUTION 27 LEGAL MATTERS 30 EXPERTS 30 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 31 WHERE YOU CAN FIND MORE INFORMATION 31 i ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1 that we filed with the SEC to register the securities offered hereby under the Securities Act. We may also file a prospectus supplement or post-effective amendment to the registration statement of which this prospectus forms a part that may contain material information relating to these offerings. We incorporate by reference important information into this prospectus. You may obtain the information incorporated by reference without charge by following the instructions under " Where You Can Find More Information ." 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. We have not, and the placement agents have not, authorized anyone to provide any information or to make any representations other than those contained in this prospectus or in any free writing prospectuses prepared by or on behalf of us or to which we have referred you. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. This prospectus is an offer to sell only the securities offered hereby, and only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus or in any applicable free writing prospectus is current only as of its date, regardless of its time of delivery or any sale of our securities. Our business, financial condition, results of operations and prospects may have changed since that date. For investors outside the Unite