GRI.NASDAQGri Bio, INC

SCHEDULE 13G: Intracoastal Capital and Affiliates Disclose 4.99% Stake in GRI Bio, Inc. via Schedule 13G Filing

Sentiment:

Beneficial Ownership Report


Intracoastal Capital LLC, along with Mitchell P. Kopin and Daniel B. Asher, has disclosed a beneficial ownership of 4.99% in GRI Bio, Inc.'s common stock, totaling 40,261 shares, as reported in a recent Schedule 13G filing.

Capital raiseThe filing references a "Securities Purchase Agreement" (SPA) executed on April 1, 2025, which involved the issuance of common stock and warrants to Intracoastal Capital LLC.Immediately following the SPA, 58,000 shares of Common Stock were to be issued to Intracoastal, along with warrants (Intracoastal Warrant 1, 2, 3, and 4).As of April 7, 2025, 202,000 shares of Common Stock in aggregate were issued at the closing of the SPA transaction, and 39,223 shares were issued to Intracoastal upon exercise of Intracoastal Warrant 1.

Summary

  • Mitchell P. Kopin, Daniel B. Asher, and Intracoastal Capital LLC (collectively, the "Reporting Persons") have filed a Schedule 13G disclosing their beneficial ownership in GRI Bio, Inc.
  • As of April 7, 2025, the Reporting Persons collectively beneficially own 40,261 shares of GRI Bio, Inc. common stock.
  • This ownership represents approximately 4.99% of the company's outstanding common stock.
  • The beneficially owned shares are primarily issuable upon the exercise of Intracoastal Warrant 2.
  • The filing notes that the Reporting Persons initially had potential beneficial ownership of 58,308 shares (approximately 9.99%) immediately following a Securities Purchase Agreement (SPA) on April 1, 2025.
  • However, due to "blocker provisions" in the warrants (Intracoastal Warrants 1, 2, 3, and 4), the exercise rights are limited to prevent beneficial ownership from exceeding certain thresholds (e.g., 9.99% or 4.99%).
  • Without these blocker provisions, the Reporting Persons could have been deemed to beneficially own up to 388,892 shares initially, and 291,669 shares as of April 7, 2025.

Sentiment

Score: 6

Explanation: Slightly positive as it indicates an institutional investment in the company, though the filing itself is purely factual and regulatory.

Positives

  • An institutional investor (Intracoastal Capital LLC) and its principals have taken a significant stake in GRI Bio, Inc., indicating potential confidence in the company.
  • The investment was made through a Securities Purchase Agreement (SPA), suggesting a structured transaction.

Risks

  • The "blocker provisions" in the warrants limit the immediate exercise of a larger number of shares, which could impact the company's ability to raise further capital from these specific warrants if the thresholds are maintained.
  • The beneficial ownership is primarily through warrants, meaning the shares are not yet fully owned and depend on future exercise.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

  • Shareholders: The disclosure of a significant beneficial ownership stake by an institutional investor can influence market perception and potentially share price. The "blocker provisions" are designed to keep the ownership below certain thresholds, which might be relevant for other shareholders.

Key Dates

DateDescription
February 28, 2025525,358 shares of Common Stock outstanding as reported by the Issuer.
April 1, 2025Date of event requiring filing; execution of Securities Purchase Agreement (SPA) with the Issuer.
April 2, 2025Form 8-K filed by the Issuer disclosing the Securities Purchase Agreement (SPA).
April 7, 2025Date of filing of the Schedule 13G; beneficial ownership calculated as of this date.

Keywords

GRI Bio Inc., Schedule 13G, beneficial ownership, common stock, Intracoastal Capital LLC, Mitchell P. Kopin, Daniel B. Asher, SEC filing, institutional investment, warrants, blocker provisions, equity stake

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