First Wave BioPharma Inc. filed SEC Form 8-K: Financial Statements and Exhibits (Amendment)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
(Amendment No. 1)
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Explanatory Note
On March 14, 2024, First Wave BioPharma, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original Form 8-K”) with the Securities and Exchange Commission in connection with the Company’s merger with ImmunogenX, Inc. (“IMGX”). This Amendment No.1 on Form 8-K/A amends the Original Form 8-K to file (i) the financial statements of IMGX required by Item 9.01(a) of Form 8-K (the “IMGX Financial Statements”), (ii) the pro forma financial information required by Item 9.01(b) of Form 8-K (together with the IMGX Financial Statements, the “IMGX Financial Information”), and (iii) a consent from Holthouse Carlin & Van Trigt LLP (“HCVT”) to incorporate by reference HCVT’s audit report included in the IMGX Financial Information into certain of the Company’s registration statements. The IMGX Financial Information and the consent of HCVT were not included in the Original Form 8-K in reliance on the instructions to such item. Except as described above, all other information in the Original Form 8-K remains unchanged.
| Item 9.01 | Financial Statements and Exhibits. |
(a) Financial statements of business acquired
Information responsive to Item 9.01(a) of Form 8-K is set forth in the financial statements filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
(b) Pro forma financial information
Information responsive to Item 9.01(b) of Form 8-K is filed as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.
(d) Exhibits
| Exhibit Number |
Description | |
| 23.1 | Consent of Holthouse Carlin & Van Trigt LLP | |
| 99.1 | Audited financial statements of ImmunogenX Inc. for the fiscal years ended December 31, 2023, 2022 and 2021. | |
| 99.2 | Unaudited pro-forma consolidated financial information of the Company and ImmunogenX Inc. for the period ended December 31, 2023. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| First Wave BioPharma, Inc. | ||
| Date: May 8, 2024 | By: | /s/ Sarah Romano |
| Sarah Romano | ||
| Chief Financial Officer | ||