Altos Venture AG Files SC 13D for Onconetix, Inc.
Ticker: ONCO · Form: SC 13D · Filed: 2024-09-26T00:00:00.000Z
Sentiment: neutral
Topics: ownership-change, sec-filing, schedule-13d
Related Tickers: ONCO
TL;DR
**Altos Venture AG just filed a 13D on Onconetix (ONCO) - ownership change incoming!**
AI Summary
Altos Venture AG, a company based in Allschwil, Switzerland, has filed a Schedule 13D on September 26, 2024, indicating a change in beneficial ownership of Onconetix, Inc. (formerly Blue Water Biotech, Inc.). The filing details the acquisition of securities by Altos Venture AG, though specific dollar amounts and the exact percentage of ownership are not detailed in this excerpt.
Why It Matters
This filing signals a significant change in the ownership structure of Onconetix, Inc., potentially impacting its strategic direction and future stock performance.
Risk Assessment
Risk Level: medium — Schedule 13D filings often precede significant corporate actions or shifts in control, which can introduce volatility.
Key Players & Entities
- Altos Venture AG (company) — Filing entity
- Onconetix, Inc. (company) — Subject company
- Blue Water Biotech, Inc. (company) — Former name of subject company
- Tobias Fischli (person) — Person authorized to receive notices
FAQ
What is the exact percentage of Onconetix, Inc. shares beneficially owned by Altos Venture AG after this filing?
The provided excerpt does not specify the exact percentage of shares beneficially owned by Altos Venture AG.
When did the event requiring this Schedule 13D filing occur?
The date of the event which requires this filing is September 24, 2024.
What was the previous name of Onconetix, Inc.?
Onconetix, Inc. was formerly known as Blue Water Biotech, Inc. and before that, Blue Water Vaccines Inc.
Where is Altos Venture AG located?
Altos Venture AG is located at Obertorweg 64, Allschwil, V8, CH-4123.
Who is listed as the person authorized to receive notices for this filing?
Tobias Fischli, located at 25616 Moody Road, Los Altos Hills, CA 94022, is authorized to receive notices.
Filing Stats: 2,813 words · 11 min read · ~9 pages · Grade level 12.4 · Accepted 2024-09-26 16:06:27
Key Financial Figures
- $0.00001 — me of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securiti
- $10.7 million — f 9,059,095 Swiss Francs (approximately $10.7 million at the current exchange rate). On Dec
- $5.0 million — y the Issuer to the Reporting Person of $5.0 million of units (the Units ), each Unit compri
- $0.04 — of Common Stock at an exercise price of $0.04 per share, for an aggregate purchase pr
- $10.00 — an aggregate purchase price per Unit of $10.00 (the Purchase Price ). The closing of t
- $5.0 m — the Debenture ) in the principal sum of $5.0 million, the payment of which was intende
- $6,161.00 — ed under the Subscription Agreement for $6,161.00 cash. The amount of accrued interest un
- $134,246 — st under the Debenture at that time was $134,246.58, so the total purchase price of the
- $5,134,246.58 — crued interest under the Debenture) was $5,134,246.58. Immediately following the transactio
Filing Documents
- d832235dsc13d.htm (SC 13D) — 53KB
- 0001193125-24-226920.txt ( ) — 54KB
From the Filing
SC 13D 1 d832235dsc13d.htm SC 13D SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.)* Onconetix, Inc. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 68237Q104 (CUSIP Number) Tobias Fischli 25616 Moody Road Los Altos Hills, CA 94022 (415) 515-8417 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 24, 2024 (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. * The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 68237Q104 1. Names of Reporting Person Altos Venture AG 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a)(b) 3. SEC Use Only 4. Source of Funds (See Instructions) WC 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization Switzerland Number of Shares Beneficially Owned by Each Reporting Person With 7. Sole Voting Power 2,695,931 shares 8. Shared Voting Power 0 9. Sole Dispositive Power 2,695,931 shares 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 2,695,931 shares 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) 13. Percent of Class Represented by Amount in Row (11) 32.5% (1) 14. Type of Reporting Person (See Instructions) CO (1) This percentage is calculated based on 8,294,116 shares of Common Stock of the Issuer outstanding as of September 24, 2024, as reported in the Issuers Current Report on Form 8-K filed with the Securities and Exchange Commission (the SEC) on September 24, 2024. Item1. Security and Issuer The class of equity security to which this statement on Schedule 13D relates is the Common Stock, $0.00001 par value ( Common Stock ), of Onconetix, Inc., a Delaware corporation (the Issuer ). On September 24, 2024, the issuer effected a 1-for-40 reverse split of its Common Stock. In this report, numbers of shares of Common Stock (and related per-share amounts) prior to the reverse split have been adjusted to give retroactive effect to the reverse split. The address of the principal executive offices of the Issuer is 201 E. Fifth Street, Suite 1900, Cincinnati, OH 45202. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. Item2. Identity and Background (a) This Schedule 13D is filed by Altos Venture AG (the Reporting Person ). (b) The address of the principal place of business of the Reporting Person is Obertorweg 64, CH-4123, Allschwil, Switzerland. (c) The principal business of the Reporting Person is the venture capital investment business. (d) During the last five years, the Reporting Person has not been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) The Reporting Person is an entity organized in Switzerland. Item3. Source and Amount of Funds or Other Consideration Between January 2012 and December 2023, the Reporting Person purchased 165,345 common shares of Proteomedix AG, a Swiss Company ( Proteomedix ), for an aggregate purchase price of 9,059,095 Swiss Francs (approximately $10.7 million at the current exchange rate). On December 15, 2023, the Issuer entered into and completed the transactions contemplated by the Share Exchange Agreement dated as of December 15, 2023 (the Share Exchange Agreement ) by and among Proteomedix, the Issuer, holders of Proteomedixs securities, including the Reporting Person (the Sellers ), and Thomas Meier as the Sellers Represent