IPO - REVELATION BIOSCIENCES, INC.

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Form Type: S-1/A

Filing Date: 2025-05-23

Corporate Action: Ipo

Type: New

Accession Number: 000121390025047104

Filing Summary: Revelation Biosciences, Inc. filed an amendment to its Form S-1 registration statement, indicating a public offering of common stock and associated warrants. The offering consists of up to 1,949,317 shares of common stock and up to 7,797,268 Class H common stock warrants. The shares are being offered at an assumed combined public offering price of $2.565 per share. The company is also issuing pre-funded warrants for purchasers who exceed certain ownership thresholds to allow for continued participation without regulatory constraints. There have been two recent reverse stock splits: a 1-for-30 on January 25, 2024, and a 1-for-16 on January 28, 2025. The expected net proceeds from the offering are estimated at approximately $4.34 million, which will be used to further the development of its pipeline of clinical candidates, including Gemini-based therapies aimed at various medical conditions. The company's stock is currently listed on the Nasdaq under the symbol 'REVB'.

Additional details:

Shares Offered: 1,949,317


Public Offering Price: 2.565


Common Stock Symbol: REVB


Net Proceeds Estimate: 4,335,407


Reverse Split Effective Date: 2025-01-28


Reverse Split Ratio: 1-for-16


Form Type: S-1

Filing Date: 2025-05-20

Corporate Action: Ipo

Type: New

Accession Number: 000121390025045828

Filing Summary: Revelation Biosciences, Inc. filed a Form S-1 Registration Statement with the SEC on May 20, 2025, to initiate a public offering of its securities. The company aims to sell up to 1,639,344 shares of common stock and associated warrants, including Class H-1, Class H-2, and Class H-3 warrants. The Common Stock Warrants are intended to be exercisable upon stockholder approval within five years. Additionally, the offering includes pre-funded warrants for investors who would exceed 4.99% or 9.99% ownership post-offering. The assumed offering price is $3.05 per share, reflecting a previous reverse stock split of 1-for-16. The company has multiple clinical programs focusing on its proprietary formulation, Gemini, aimed at treating conditions such as acute kidney injury and chronic kidney disease. The public offering is set to commence as soon as the registration statement is effective, with completion expected shortly after the offering begins.

Additional details:

Address: 4660 La Jolla Village Drive, Suite 100, San Diego, CA 92122


Telephone Number: 650-800-3717


Agent Name: James Rolke


Agent Address: 4660 La Jolla Village Drive, Suite 100, San Diego, California 92122


Agent Phone: 650-800-3717


Public Offering Price Per Share: $3.05


Reverse Stock Split Details: 1-for-16 reverse stock split effective January 28, 2025


Number Of Shares Offered: 1,639,344


Total Class H 1 Warrants: 3,278,688


Total Class H 2 Warrants: 3,278,688


Total Class H 3 Warrants: 1,639,344


Warrant Exercise Price: $3.05 per share.


Placement Agent: Roth Capital Partners, LLC


Expected Completion: Within two business days following the offering commencement.


Listing Exchange: NASDAQ Capital Market

Listing Symbol: REVB


Form Type: DRS

Filing Date: 2025-04-04

Corporate Action: Ipo

Type: New

Accession Number: 000121390025029022

Filing Summary: Revelation Biosciences, Inc. filed this draft registration statement on April 4, 2025, for an initial public offering (IPO) to sell shares of common stock and warrants. The registration statement is confidential and has not been publicly filed. The offering includes pre-funded warrants designed for specific purchasers to avoid exceeding defined beneficial ownership thresholds, with a public offering price yet to be determined. This move follows recent reverse stock splits of 1-for-16 and 1-for-30, reinstating its common stock status on the Nasdaq Capital Market under the ticker 'REVB'. With ongoing clinical programs using their proprietary formulation Gemini, the firm targets several health conditions, fostering potential high-value products and enhancing investor interests. Risk factors are noted concerning the company's limited operating history, ongoing development processes, and the inherent uncertainties in clinical trials.

Additional details:

Jurisdiction Of Incorporation: Delaware


Primary Standard Industrial Classification Code Number: 2834


Irs Employer Identification Number: 84-3898466


Address Of Registrant: 4660 La Jolla Village Drive, Suite 100, San Diego, CA 92122


Registrants Telephone Number: 650-800-3717


Agent For Service Name: James Rolke


Agent For Service Address: 4660 La Jolla Village Drive, Suite 100, San Diego, California 92122


Agent For Service Phone: 650-800-3717


Placement Agent: Roth Capital Partners, LLC


Last Reported Sales Price: $[•]

Last Reported Sales Date: April [•], 2025


Common Stock Listing: Nasdaq Capital Market under the symbol 'REVB'


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