IPO - Scorpius Holdings, Inc.
Form Type: S-1/A
Filing Date: 2025-01-21
Corporate Action: Ipo
Type: Update
Accession Number: 000107997325000108
Filing Summary: Scorpius Holdings, Inc. is filing Amendment No. 1 to Registration Statement on Form S-1 under the Securities Act of 1933, indicating a public offering of up to 26,315,789 shares of common stock and corresponding pre-funded warrants. The offering is structured to be a firm commitment, with the public offering price initially set at $0.38 per share based on the last reported sales price as of January 16, 2025. The document outlines several critical corporate actions including the approval by stockholders for issuance of shares upon conversion of Secured Convertible Notes and exercise of December Warrants exceeding the Exchange Cap, which was approved at a special meeting on January 16, 2025. Moreover, the filing discusses the implications of a reverse stock split that was previously approved and executed, and introduces recent financial details such as a previous private placement and public offering, indicating compliance with reduced reporting requirements as a smaller reporting company. The offering will take place once the registration statement becomes effective, and details regarding the underwriters, potential additional offerings, and related financial arrangements are included as well.
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Additional details:
Exact Name Of Registrant: Scorpius Holdings, Inc.
State Of Incorporation: Delaware
Irs Employer Identification No: 26-2844103
Address: 627 Davis Drive, Suite 300 Morrisville, North Carolina 27560
Developer Name: Jeffrey Wolf
Offering Total: 26,315,789
Underwriters Agent: ThinkEquity
Exercise Price Prewarrant: $0.0002
Conversion Price: $0.50
Net Monthly Cash Burn Limit: $1,800,000
Form Type: S-1
Filing Date: 2024-12-27
Corporate Action: Ipo
Type: New
Accession Number: 000107997324001781
Filing Summary: Scorpius Holdings, Inc. filed this S-1 registration statement with the SEC to offer up to 29,411,764 shares of common stock and 29,411,764 pre-funded warrants in a public offering. The offering price is based on the last reported sales price of $0.34 per share on December 20, 2024. This move is likely in response to recent financial developments, including a December private placement where the company raised $12,050,000 through the issuance of 9% senior secured convertible notes and warrants. The prospectus states that the net proceeds will be applied to various expenses and operational costs, emphasizing the company’s role as a contract development and manufacturing organization in the biotechnology sector. These offerings follow a reverse stock split on July 17, 2024, aiming to improve share liquidity and attract institutional investors. The company, classified as a smaller reporting company, also mentions that this prospectus is subject to completion and that the public offering may commence as soon as practicable after its effectiveness. Risk factors associated with the investment, including the speculative nature of the common stock and uncertainties around future market conditions, are noted. Investors should be wary that the market for pre-funded warrants may be limited and the company is subject to restrictions based on stockholder approvals for further capital actions, such as significant shareholder ownership stakes in the newly issued shares.
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Additional details:
Approximate Date Of Commencement Of Sale: As soon as practicable after the effective date
Number Of Shares Offered: 29,411,764
Common Stock Par Value: $0.0002
Offering Price Per Share: $0.34
Status Of Common Stock: Listed on NYSE American under 'SCPX'
Form Type: CORRESP
Filing Date: 2024-12-19
Corporate Action: Ipo
Type: New
Accession Number: 000107997324001736
Filing Summary: Scorpius Holdings, Inc. has filed a request to accelerate the effective date of its Registration Statement on Form S-1 (File No. 333-283880) to December 20, 2024, at 4:00 p.m. Eastern Time. The request is made in accordance with the federal securities laws regarding the issuance of the securities covered by the Registration Statement. The company acknowledges its responsibilities under these laws and has authorized Leslie Marlow of Blank Rome LLP to modify or withdraw this acceleration request if necessary. The filing provides contact information for any inquiries regarding the acceleration request.
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Additional details:
Registration Statement File No: 333-283880
Effective Date Requested: 2024-12-20T16:00:00-05:00
Contact Person Name: Leslie Marlow
Contact Person Phone: 212-885-5358
Contact Person Name 2: Melissa Palat Murawsky
Contact Person Phone 2: 215-569-5732
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