Onconetix, Inc. Files S-1/A Amendment for IPO

Ticker: ONCO · Form: S-1/A · Filed: 2024-11-12T00:00:00.000Z

Sentiment: neutral

Topics: ipo, registration, amendment

TL;DR

Onconetix (fka Blue Water Biotech) filed S-1/A for IPO. Delaware corp, OH HQ. 1933 Act registration.

AI Summary

Onconetix, Inc. filed an S-1/A amendment on November 12, 2024, for its initial public offering. The company, formerly known as Blue Water Biotech, Inc. and Blue Water Vaccines Inc., is incorporated in Delaware and headquartered in Cincinnati, Ohio. This filing relates to the registration of securities under the Securities Act of 1933.

Why It Matters

This S-1/A filing indicates Onconetix, Inc. is moving forward with its plans to become a publicly traded company, which could provide it with capital for its operations and research.

Risk Assessment

Risk Level: medium — As an S-1/A filing, it represents a company seeking to go public, which inherently carries risks associated with market volatility and the company's specific business prospects.

Key Numbers

Key Players & Entities

FAQ

What is the purpose of this S-1/A filing?

This is an Amendment No. 1 to a Form S-1 Registration Statement, filed by Onconetix, Inc. to register securities under the Securities Act of 1933.

When was this amendment filed?

The amendment was filed on November 12, 2024.

What were Onconetix, Inc.'s previous names?

The company was formerly known as Blue Water Biotech, Inc. (name change effective April 24, 2023) and Blue Water Vaccines Inc. (name change effective July 10, 2019).

Where is Onconetix, Inc. headquartered?

The company's principal executive offices are located at 201 E. Fifth Street, Suite 1900, Cincinnati, Ohio 45202.

Who is listed as an executive officer in this filing?

Karina M. Fedasz is listed as the Interim Chief Financial Officer.

Filing Stats: 2,726 words · 11 min read · ~9 pages · Grade level 7.6 · Accepted 2024-11-12 10:53:57

Filing Documents

Exhibits and Financial Statement Schedules

Item 16. Exhibits and Financial Statement Schedules. Incorporated by Reference Exhibit No. Description Form Exhibit Filing Date 2.1* Share Exchange Agreement, dated December 15, 2023, by and among the Company, Proteomedix, Thomas Meier and the Sellers. 8-K 2.1 December 21, 2023 3.1 * Amended and Restated Certificate of Incorporation filed with Delaware Secretary of State on February 23, 2022. 8-K 3.1 February 24. 2022 3.2 * Certificate of Amendment to the Company’s Second Amended and Restated Certificate of Incorporation 8-K 3.1 April 24, 2023 3.3 * Certificate of Amendment to the Company’s Second Amended and Restated Certificate of Incorporation. 8-K 3.1 December 21, 2023 3.4 * Fourth Amended and Restated Bylaws of the Company. 8-K 3.2 December 21, 2023 3.5 * Certificate of Amendment to the Amended and Restated Certificate of Incorporation, as amended, of Onconetix, Inc., dated September 24, 2024. 8-K 3.1 September 20, 2024 3.6 * Certificate of Amendment to the Amended and Restated Certificate of Incorporation, as amended, of Onconetix, Inc., dated September 24, 2024. 8-K 3.1 September 24, 2024 4.1 * Specimen Common Stock Certificate. S-1 4.1 October 8, 2021 4.2 * Description of Registered Securities. 10-K 4.2 April 11, 2024 4.3 * Certificate of Designation of Series A Preferred Stock. 8-K 3.1 October 3, 2023 4.4 * Certificate of Designation of Series B Convertible Preferred Stock. 8-K 4.1 December 21, 2023 4.5 * Form of Inducement PIO. 8-K 4.1 August 3, 2023 4.6 * Form of Inducement PIO. 8-K 4.1 July 11, 2024 4.7 * Form of Altos Warrants. 8-K 4.1 September 24, 2024 4.8 * Form of Warrant. 8-K 4.1 October 3, 2024 4.9 * Certification of Designation of Series C Preferred Stock. 8-K 3.1 October 3, 2024 5.1** Opinion of Ellenoff Grossman & Schole LLP as to the legality of the securitie

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Cincinnati, Ohio, on November 12, 2024. ONCONETIX, INC. By: /s/ Karina M. Fedasz Name: Karina M. Fedasz Title: Interim Chief Financial Officer Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated. Signature Title Date * Interim Chief Executive Officer November 12, 2024 Ralph Schiess (Principal Executive Officer) /s/ Karina M. Fedasz Interim Chief Financial Officer November 12, 2024 Karina M. Fedasz (Principal Financial and Accounting Officer) * Chairman of the Board and Director November 12, 2024 James Sapirstein * Director November 12, 2024 Thomas Meier * Director November 12, 2024 Timothy Ramdeen * Director November 12, 2024 Ajit Singh * Director November 12, 2024 Simon Tarsh Pursuant to Power of Attorney By: /s/ Karina M. Fedasz Karina M. Fedasz Attorney-in-Fact II-5

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