IPO - Virpax Pharmaceuticals, Inc.

Form Type: S-1

Filing Date: 2025-03-17

Corporate Action: Ipo

Type: New

Accession Number: 000173112225000401

Filing Summary: Virpax Pharmaceuticals, Inc., a preclinical-stage pharmaceutical company focused on developing drug delivery systems for pain and CNS disorders, filed its S-1 registration statement on March 17, 2025, to offer up to [*] shares of Common Stock and Pre-Funded Warrants. The company is leveraging proprietary technologies like Molecular Envelope Technology for severe pain management and other innovative formulations. A recent 1-for-25 reverse stock split was approved by the Board on March 5, 2025, to enhance share value before the IPO. The filing forms part of an effort to raise capital for continued development and potential commercialization of its pipeline including several preclinical candidates expected to enter clinical trials in the coming years. The offering is being facilitated by Spartan Capital Securities, LLC, as the placement agent. Notably, the prospectus outlines risks, financial projections, and governance structure changes amidst recent Board appointments and resignations. The company expects to commence public sales following SEC approval, emphasizing its emerging growth status and smaller reporting company classification.

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Form Type: CORRESP

Filing Date: 2025-01-22

Corporate Action: Ipo

Type: New

Accession Number: 000173112225000109

Filing Summary: Virpax Pharmaceuticals, Inc. has requested acceleration for its Registration Statement on Form S-1, File No. 333-284089, with the intention for it to become effective at 5:00 p.m. Eastern Time on January 27, 2025. The Company acknowledges that this acceleration does not inhibit the Securities and Exchange Commission (SEC) from taking any further action regarding the Registration Statement. Furthermore, the Company accepts its full responsibility for the adequacy of the disclosure within the Registration Statement. They also acknowledged that they cannot use the SEC's comments or the effectiveness declaration as a defense in any legal proceedings. The request for confirmation of the effective date includes details for communication with their legal counsel, Sichenzia Ross Ference Carmel LLP, specifically to contact Ross D. Carmel, Esq.

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Form Type: CORRESP

Filing Date: 2025-01-22

Corporate Action: Ipo

Type: New

Accession Number: 000173112225000110

Filing Summary: Virpax Pharmaceuticals, Inc. has submitted a request to the U.S. Securities and Exchange Commission for the acceleration of the effectiveness of its Registration Statement on Form S-1, as amended. The Company seeks to have the registration statement declared effective on January 27, 2025, at 5:00 p.m. Eastern Time. This request is made pursuant to Rule 461 under the Securities Act of 1933, with Spartan Capital Securities, LLC acting as the sole placement agent for the proposed public offering of securities. The document indicates adherence to Rule 460, ensuring adequate distribution of the preliminary prospectus and compliance with Rule 15c2-8 under the Securities Exchange Act of 1934.

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Form Type: S-1/A

Filing Date: 2025-01-17

Corporate Action: Ipo

Type: New

Accession Number: 000173112225000092

Filing Summary: Virpax Pharmaceuticals, Inc. is conducting an initial public offering (IPO) by offering up to 16,849,200 shares of its Common Stock and an equivalent number of Pre-Funded Warrants to potential investors. This S-1/A registration statement marks Amendment No. 2 to their existing filing with the SEC, originally filed under the Securities Act of 1933. The offering aims to enhance the capital structure of the company, supporting its mission to develop innovative drug delivery systems primarily targeting pain management and central nervous system disorders. The Common Stock is planned to be listed on the Nasdaq Capital Market under the symbol 'VRPX'. The last reported sale price of the Common Stock was $0.3561 as of January 13, 2025. Investors are forewarned of substantial risks associated with the offering, including potential operating losses and dependency on capital. The registration statement indicates the commencement of this offering could occur shortly after regulatory effectiveness, with a termination date set for January 31, 2025, unless fully subscribed earlier. The company has positioned itself as an emerging growth and smaller reporting company, thus electing to adhere to certain reduced reporting requirements. Governance changes were also recently made, including the reappointment of Jatinder Dhaliwal as Chairman of the Board. The document outlines critical developments in corporate governance and amendments to company bylaws, showcasing efforts to enhance company leadership and compliance.

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Form Type: S-1/A

Filing Date: 2025-01-15

Corporate Action: Ipo

Type: New

Accession Number: 000173112225000082

Filing Summary: Virpax Pharmaceuticals, Inc., a preclinical-stage pharmaceutical company, is seeking to enhance its drug delivery systems aimed at treating various pain conditions. The company is offering up to 16,849,200 shares of common stock and pre-funded warrants as part of its IPO. The last reported sale price of the common stock was $0.3561 per share. The offering allows for certain purchasers to avoid exceeding a beneficial ownership threshold of either 4.99% or 9.99%. Proceeds will be used to support operational and development needs, although the company has warned that it may sell fewer than the total offered shares, impacting the final proceeds. They have appointed Spartan Capital Securities as their exclusive placement agent. The company has recently implemented cost-cutting measures and faced director resignations, which could risk operational stability and delay clinical trial timelines in the future. Investors are advised to consider the substantial risks detailed within the prospectus, including the company's limited operating history and reliance on future capital to fund operations.

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Form Type: S-1

Filing Date: 2024-12-30

Corporate Action: Ipo

Type: New

Accession Number: 000173112224002064

Filing Summary: Virpax Pharmaceuticals, Inc. is filing a registration statement for an initial public offering (IPO) under the Securities Act of 1933. The company plans to offer up to [__] shares of Common Stock, along with Pre-Funded Warrants for purchasers who would otherwise exceed a 4.99% or 9.99% ownership threshold. The offering aims to raise capital to fund its preclinical-stage pharmaceutical development focused on non-opioid pain management and CNS disorder treatments, with technologies such as Molecular Envelope Technology for pain management and formulations for cannabidiol to treat epilepsy. The company recently amended bylaws to adjust quorum requirements for shareholder meetings and has undergone board changes with appointments to ensure compliance with Nasdaq rules. The offering will be executed on a best-efforts basis by Spartan Capital Securities, LLC as the placement agent. The document includes risk factors, intended use of proceeds, and insights into the company's financial condition and market data.

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