UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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EXPLANATORY NOTE
As previously disclosed, on January 4, 2023, ACELYRIN, INC. (the “Company”) completed its acquisition of ValenzaBio, Inc. (“ValenzaBio”) pursuant to a Merger and Reorganization Agreement, dated December 20, 2022, by and among the Company, ValenzaBio, WH1, INC., WH2, LLC and Seller Representatives LLC (the “ValenzaBio Acquisition”). The Company is filing this Current Report on Form 8-K to provide certain financial information regarding the ValenzaBio Acquisition in connection with the Company’s filing of a Registration Statement on Form S-3.
| Item 9.01 | Financial Statements and Exhibits. |
Financial Statements of Business Acquired
The audited financial statements of ValenzaBio as of December 31, 2022 and 2021 and for the years then ended, and the notes related thereto, are filed as Exhibit 99.1 to this Current Report on Form 8-K and are incorporated herein by reference.
Pro Forma Financial Information
The unaudited pro forma combined statement of operations for the year ended December 31, 2023 giving effect to the ValenzaBio Acquisition, and the notes related thereto, are filed as Exhibit 99.2 to this Current Report on Form 8-K and are incorporated herein by reference.
(d) Exhibits.
| Exhibit |
Description | |
| 23.1 | Consent of PricewaterhouseCoopers LLP | |
| 23.2 | Consent of Macias Gini & O’Connell LLP | |
| 99.1 | Audited consolidated financial statements of ValenzaBio as of and for the years ended December 31, 2022 and 2021, and the notes related thereto. | |
| 99.2 | Unaudited pro forma combined statement of operations for the year ended December 31, 2023, and the notes related thereto | |
| 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.
| ACELYRIN, INC. | ||||||
| Dated: November 13, 2024 | By: | /s/ Gil M. Labrucherie | ||||
| Gil M. Labrucherie | ||||||
| Chief Financial Officer and Chief Business Officer | ||||||