M&A - PIERIS PHARMACEUTICALS, INC.

Form Type: 10-Q

Filing Date: 2025-05-15

Corporate Action: Merger

Type: Update

Accession Number: 000095017025071998

Filing Summary: For the quarterly period ended March 31, 2025, Palvella Therapeutics, Inc. reported a significant merger completion on December 13, 2024, merging with its wholly owned subsidiary Legacy Palvella through a Reverse Merger that resulted in changing its name from Pieris Pharmaceuticals, Inc. to Palvella Therapeutics, Inc. Financially, the company detailed its current assets amounting to $79,439,000, a decrease from $88,234,000 at the end of 2024. Operating expenses surged to $7,871,000, largely attributed to escalated research and development costs of $4,074,000. The net loss for Q1 2025 was $8,185,000, increasing from a loss of $2,536,000 for Q1 2024. Key highlights included a shift in total stockholders' equity to $55,577,000, impacted by ongoing operational costs and stock-based compensation. The report also indicates cash and cash equivalents of $75,626,000 as of the end of the quarterly period.

Form Type: 10-K

Filing Date: 2025-03-31

Corporate Action: Merger

Type: New

Accession Number: 000095017025047212

Filing Summary: Palvella Therapeutics, Inc. underwent a significant corporate change through a merger with Legacy Palvella, a Delaware corporation, as of December 13, 2024. This merger was executed under an Agreement and Plan of Merger dated July 23, 2024. Following the merger, Palvella Therapeutics is considered a wholly owned subsidiary of the newly formed entity, retaining its identity while transitioning from its previous identity as Pieris Pharmaceuticals, Inc. Additionally, the financial details reveal that the aggregate market value of the common equity held by non-affiliates was approximately $9.2 million as of June 28, 2024. As of March 25, 2025, the total number of outstanding shares of common stock was 11,018,747. The document outlines the ongoing risks faced by the company, including the need for continuous funding, the complexity of market challenges due to the nature of their product candidates, notably QTORIN rapamycin, and uncertainties surrounding FDA approvals.

Form Type: S-1/A

Filing Date: 2025-01-14

Corporate Action: Merger

Type: Update

Accession Number: 000143774925001017

Filing Summary: On December 13, 2024, Palvella Therapeutics, Inc. completed a merger with Legacy Palvella, formerly Pieris Pharmaceuticals, Inc. As a result, Legacy Palvella became a wholly owned subsidiary of the newly named Palvella Therapeutics, Inc. The merger involved a conversion of Legacy Palvella's outstanding shares, with approximately 6,787,415 shares of Palvella common stock issued to Legacy Palvella stockholders based on an exchange ratio of 0.309469242 shares for each share of Legacy Palvella capital stock. This effectively increased the total shares of Palvella to approximately 8,316,929 shares outstanding post-merger. Additionally, the company entered into a securities purchase agreement with stockholders resulting in gross proceeds of approximately $78.9 million from a PIPE financing, which combined cash purchases and conversions of convertible promissory notes. The company is also committed to filing a resale registration statement within 30 days following the closing of the PIPE financing for the benefit of the selling stockholders with registration rights.