Attached files
| file | filename |
|---|---|
| EX-5.1 - EXHIBIT 5.1 - Kinnate Biopharma Inc. | nt10013659x18_ex5-1.htm |
| EX-23.1 - EXHIBIT 23.1 - Kinnate Biopharma Inc. | nt10013659x18_ex23-1.htm |
As filed with the Securities and Exchange Commission on December 2, 2020.
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-1
REGISTRATION STATEMENT
Under
The Securities Act of 1933
KINNATE BIOPHARMA INC.
(Exact name of Registrant as specified in its charter)
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Delaware
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2834
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82-4566526
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11975 El Camino Real, Suite 101
San Diego, CA 92130
(858) 299-4699
Nima Farzan
President and Chief Executive Officer
Kinnate Biopharma Inc.
11975 El Camino Real, Suite 101
San Diego, CA 92130
(858) 299-4699
Copies to:
|
Tony Jeffries
Miranda Biven
Jennifer Knapp
Wilson Sonsini Goodrich & Rosati
Professional Corporation
650 Page Mill Road
Palo Alto, CA 94304
(650) 493-9300
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Mark Meltz
Chief Operating Officer and General Counsel
Kinnate Biopharma Inc.
11975 El Camino Real, Suite 101
San Diego, CA 92130
(858) 299-4699
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Charles Kim
Jonie Kondracki
Dave Peinsipp
Cooley LLP
4401 Eastgate Mall
San Diego, CA 92121
(858) 550-6000
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Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this
Registration Statement. If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ☐
If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the
Securities Act registration statement number of the earlier effective registration statement for the same offering. ☒ Registration No. 333-250086
If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration
statement number of the earlier effective registration statement for the same offering. ☐
If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration
statement number of the earlier effective registration statement for the same offering. ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth
company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer
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☐
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Accelerated filer
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☐
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Non-accelerated filer
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☒
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Smaller reporting company
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☒
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Emerging growth company
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☒
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
CALCULATION OF REGISTRATION FEE
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Title of Each Class
of Securities to be Registered
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Amount to be
Registered(1)
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Proposed Maximum
Offering Price Per
Share
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Proposed Maximum
Aggregate Offering
Price
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Amount of
Registration Fee(2)
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Common stock, $0.0001 par value per share
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575,000
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$20.00
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$11,500,000.00
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$1,255
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| (1) |
Represents only the additional number of shares being registered and includes 75,000 additional shares of common stock that the underwriters have the option to purchase. Does not
include the securities that the registrant previously registered on the registration statement on Form S-1 (File No. 333-250086).
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| (2) |
The registration fee is calculated in accordance with Rule 457(a) under the Securities Act of 1933, as amended, based on the proposed maximum aggregate offering price. The registrant
previously registered securities at an aggregate offering price not to exceed $251,275,000 on a registration statement on Form S-1 (File No. 333-250086), which was declared effective by the Securities and Exchange Commission on December 2,
2020. In accordance with Rule 462(b) under the Securities Act of 1933, as amended, an additional amount of securities having a proposed maximum aggregate offering price of $20.00 is hereby registered, which includes shares issuable upon the
exercise of the underwriters’ option to purchase additional shares.
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This registration statement shall become effective upon filing with the Securities and Exchange Commission in accordance with Rule 462(b) of the
Securities Act of 1933, as amended.
EXPLANATORY NOTE AND INCORPORATION BY REFERENCE
Kinnate Biopharma Inc., a Delaware corporation (the “Company”), is filing this registration statement with the Securities and Exchange Commission pursuant to Rule 462(b)
under the Securities Act of 1933, as amended. This registration statement relates to the public offering of securities contemplated by the registration statement on Form S-1 (File No. 333-250086) originally filed on November 13, 2020, as amended, or
the Prior Registration Statement, and which the Securities and Exchange Commission declared effective on December 2, 2020.
The Company is filing this registration statement for the sole purpose of increasing by 575,000 shares the number of shares of its common stock, par value $0.0001 per share,
to be registered for sale. The additional shares that are being registered for sale are in an amount and at a price that together represent no more than 20% of the maximum aggregate offering price set forth in the Calculation of Registration Fee
table contained in the Prior Registration Statement. The information set forth in the Prior Registration Statement, and all exhibits to the Prior Registration Statement, are hereby incorporated by reference into this registration statement.
The required opinions and consents are listed on the Exhibit Index attached hereto and are filed herewith.
EXHIBIT INDEX
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Exhibit
Number
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Description
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II-1
Signatures
Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of San Diego, California, on December 2, 2020.
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KINNATE BIOPHARMA INC.
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By:
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/s/ Nima Farzan
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Nima Farzan
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President and Chief Executive Officer
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||
Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed by the following persons in the capacities and on the
dates indicated.
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Signature
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Title
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Date
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||||
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/s/ Nima Farzan
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President, Chief Executive Officer and Director (Principal Executive Officer)
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December 2, 2020
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||||
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Nima Farzan
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||||||
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/s/ Mark Meltz
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Chief Operating Officer and General Counsel (Principal Financial and Accounting Officer)
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December 2, 2020
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||||
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Mark Meltz
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||||||
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*
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Chair of the Board
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December 2, 2020
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Dean Mitchell
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||||||
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*
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Director
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December 2, 2020
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Melissa Epperly
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||||||
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*
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Director
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December 2, 2020
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Keith Flaherty, M.D.
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||||||
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*
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Director
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December 2, 2020
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Carl Gordon, Ph.D.
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||||||
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*
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Director
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December 2, 2020
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Stephen Kaldor, Ph.D.
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||||||
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*
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Director
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December 2, 2020
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Michael Rome, Ph.D.
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*
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Director
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December 2, 2020
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Laurie Smaldone Alsup
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*
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Director
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December 2, 2020
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Jim Tananbaum, M.D.
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*By: /s/ Nima Farzan
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||||||
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Nima Farzan, Attorney-in-fact
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II-2