S-1/A: Alto Neuroscience Updates S-1 Filing, Adjusts Registration Fee for IPO
S-1/A Filing
Alto Neuroscience files an amendment to its S-1 registration statement, primarily to update the filing fee table for its proposed IPO.
Summary
- Alto Neuroscience, Inc. filed Amendment No. 2 to its Form S-1 registration statement with the SEC on January 29, 2024.
- The amendment primarily updates the filing fee table (Exhibit 107).
- The company is registering 7,705,000 shares of common stock for a proposed maximum offering price of $16.00 per share, resulting in a maximum aggregate offering price of $123,280,000.
- The registration fee is calculated to be $18,196.13.
- The company previously paid a registration fee of $14,760 on January 12, 2024, resulting in a net fee due of $3,436.13.
- The filing includes exhibits such as the underwriting agreement, certificate of incorporation, bylaws, equity incentive plans, and various license agreements.
Sentiment
Score: 7
Explanation: The document is a routine regulatory filing update, indicating progress towards the IPO. Sentiment is neutral to slightly positive as it reflects forward movement.
Future Outlook
The company intends to commence the proposed sale to the public as soon as practicable after the effective date of the registration statement.
Industry Context
This is a standard step for a company preparing to go public, ensuring all regulatory filings are up-to-date and accurate.
Stakeholder Impact
- Successful completion of the IPO would provide Alto Neuroscience with additional capital to fund its operations and research.
- New shareholders would have an equity stake in the company.
- The IPO could enhance the company's visibility and reputation.
Next Steps
- The company will proceed with the IPO process after the registration statement becomes effective.
- The underwriters will have the option to purchase an additional 1,005,000 shares.
Key Dates
| Date | Description |
|---|---|
| December 1, 2016 | Exclusive License Agreement, by and between Dow Agrosciences LLC and Neuralstem, Inc., dated as of December 1, 2016. |
| December 6, 2019 | Exclusive License Agreement With Equity, by and between the Registrant and The Board of Trustees of the Leland Stanford Junior University, dated as of December 6, 2019, as amended as of May 18, 2020 and December 11, 2023 |
| May 18, 2020 | Amendment to Exclusive License Agreement With Equity, by and between the Registrant and The Board of Trustees of the Leland Stanford Junior University, dated as of December 6, 2019, as amended as of May 18, 2020 and December 11, 2023 |
| May 18, 2021 | License Agreement, by and between the Registrant and Sanofi, dated as of May 18, 2021 |
| May 28, 2021 | Patent and Know-How License Agreement, by and between the Registrant and Cerecor Inc. (k/n/a Avalo Therapeutics, Inc.), dated as of May 28, 2021 |
| October 4, 2021 | Asset Purchase Agreement, by and between the Registrant and Teva Pharmaceutical Industries, Ltd., dated as of October 4, 2021 |
| October 18, 2021 | Asset Transfer Agreement, by and between the Registrant and Palisade Bio, Inc. (formerly Seneca Biopharma, Inc., formerly Neuralstem Inc.), dated as of October 18, 2021 |
| October 18, 2021 | Assignment and Assumption Agreement, by and between the Registrant and Palisade Bio, Inc. (formerly Seneca Biopharma, Inc., formerly Neuralstem Inc.), dated as of October 18, 2021 |
| December 16, 2022 | Warrant to Purchase Preferred Stock, dated December 16, 2022, issued to K2 HealthVentures Equity Trust LLC |
| December 16, 2022 | Loan and Security Agreement, by and among the Registrant, K2 HealthVentures LLC, as a lender, and the other lenders from time to time party thereto, or collectively the Lender, K2 HealthVentures LLC, as administrative agent for the Lender, and Ankura Trust Company, LLC, as collateral agent for the Lender, dated as of December 16, 2022 |
| November 20, 2023 | Amended and Restated Investor Rights Agreement, by and among the Registrant and certain of its stockholders, dated as of November 20, 2023 |
| September 25, 2023 | Joint Development and License Agreement, by and between the Registrant and MedRx Co., Ltd., dated as of September 25, 2023 |
| December 11, 2023 | Amendment to Exclusive License Agreement With Equity, by and between the Registrant and The Board of Trustees of the Leland Stanford Junior University, dated as of December 6, 2019, as amended as of May 18, 2020 and December 11, 2023 |
| January 12, 2024 | Initial filing of the Registration Statement on Form S-1, with a registration fee of $14,760. |
| January 29, 2024 | Filing of Amendment No. 2 to Form S-1. |
Keywords
S-1, IPO, Registration Statement, Alto Neuroscience, Filing Fee, Securities, Common Stock, Offering
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