Zenas BioPharma Files S-1 for Public Offering

Ticker: ZBIO · Form: S-1 · Filed: Aug 22, 2024 · CIK: 1953926

Sentiment: neutral

Topics: ipo, sec-filing, pharmaceutical

TL;DR

Zenas BioPharma just filed its S-1, gearing up for an IPO. Big pharma news incoming.

AI Summary

Zenas BioPharma, Inc. filed an S-1 registration statement with the SEC on August 22, 2024, indicating its intent to offer securities to the public. The company, incorporated in Delaware, is based in Waltham, MA, and operates in the pharmaceutical preparations industry. This filing is a standard step for companies preparing for an initial public offering (IPO) or other public securities offerings.

Why It Matters

This S-1 filing signals Zenas BioPharma's move towards becoming a publicly traded company, which could provide significant capital for its drug development and expansion efforts.

Risk Assessment

Risk Level: medium — As a pharmaceutical company filing an S-1, Zenas BioPharma is likely in the early stages of development, facing inherent risks associated with drug discovery, clinical trials, and regulatory approval.

Key Numbers

Key Players & Entities

FAQ

What is the primary purpose of this S-1 filing?

The S-1 filing is a registration statement required by the SEC for companies intending to offer securities to the public, such as through an initial public offering (IPO).

When was this S-1 filing submitted to the SEC?

The S-1 filing was submitted to the Securities and Exchange Commission on August 22, 2024.

Where is Zenas BioPharma, Inc. headquartered?

Zenas BioPharma, Inc.'s principal executive offices are located at 1000 Winter Street, North Building, Suite 1200, Waltham, MA 02451.

What industry does Zenas BioPharma, Inc. operate in?

Zenas BioPharma, Inc. operates in the Pharmaceutical Preparations industry, indicated by its Primary Standard Industrial Classification Code of 2834.

Who is the Chief Executive Officer of Zenas BioPharma, Inc.?

The Chief Executive Officer of Zenas BioPharma, Inc. is Leon O. Moulder, Jr.

Filing Stats: 4,492 words · 18 min read · ~15 pages · Grade level 16.7 · Accepted 2024-08-22 14:41:38

Key Financial Figures

Filing Documents

Underwriting

Underwriting Discounts and Commissions (1) Proceeds to Zenas BioPharma Per Share $ $ $ Total $ $ $ (1) See the section titled " Underwriters " for a description of the compensation payable to the underwriters. We have granted the underwriters an option for a period of 30 days to purchase up to an additional shares of our common stock solely to cover over-allotments, if any. Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense. The underwriters expect to deliver the shares of common stock to purchasers on , 2024. MORGAN STANLEY JEFFERIES CITIGROUP GUGGENHEIM SECURITIES , 2024 TABLE OF CONTENTS TABLE OF CONTENTS Page PROSPECTUS SUMMARY 1 THE OFFERING 10 SUMMARY CONSOLIDATED FINANCIAL DATA 12

RISK FACTORS

RISK FACTORS 14 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS 72 MARKET AND INDUSTRY DATA 74

USE OF PROCEEDS

USE OF PROCEEDS 75 DIVIDEND POLICY 76 CAPITALIZATION 77

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

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 82

BUSINESS

BUSINESS 102 MANAGEMENT 158 EXECUTIVE AND DIRECTOR COMPENSATION 167 Page CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 182 PRINCIPAL STOCKHOLDERS 187

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 190 SHARES ELIGIBLE FOR FUTURE SALE 195 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TO NON-U.S. HOLDERS OF OUR COMMON STOCK 198 UNDERWRITERS 202 LEGAL MATTERS 211 EXPERTS 211 WHERE YOU CAN FIND ADDITIONAL INFORMATION 211 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS F-1 Neither we nor the underwriters have authorized anyone to provide any information other than that contained in this prospectus or in any free writing prospectus 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. We and the underwriters are not making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. You should assume that the information appearing in this prospectus is accurate only as of the date on the front cover of this prospectus, regardless of the time of delivery of this prospectus or any sale of our common stock. Our business, financial condition, results of operations and prospects may have changed since that date. For investors outside of the United States: Neither we nor any of the underwriters have done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than the United States. Persons outside of the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, the offering of the shares of common stock and the distribution of this prospectus outside of the United States. i TABLE OF CONTENTS PROSPECTUS SUMMARY This summary highlights information included elsewhere in this prospectus. This summary does not contain all the information you should consider before investing in our common stock. You should read and consider this entire prospectus carefully,

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