10/07/2024 | Press release | Distributed by Public on 10/07/2024 14:02
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Delaware
(State or other jurisdiction of
incorporation or organization) |
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82-3750435
(I.R.S. Employer
Identification Number) |
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Kingsley L. Taft
Sarah Ashfaq Goodwin Procter LLP 100 Northern Ave. Boston, MA 02210 (617) 570-1000 |
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Junlin Ho
Scholar Rock Holding Corporation 301 Binney Street, 3rd Floor Cambridge, MA 02142 (857) 259-3860 |
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Large accelerated filer ☐
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Accelerated filer ☐
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Non-accelerated filer ☒
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Smaller reporting company ☒
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Emerging growth company ☐
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Page
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About this Prospectus
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| | | | 1 | | |
Risk Factors
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| | | | 2 | | |
Cautionary Statement Regarding Forward-Looking Statements
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| | | | 3 | | |
The Company
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| | | | 5 | | |
Use of Proceeds
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| | | | 8 | | |
Securities We May Offer and/or Selling Stockholders May Offer Or Sell
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| | | | 9 | | |
Description of Capital Stock
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| | | | 10 | | |
Description of Debt Securities
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| | | | 20 | | |
Description of Warrants
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| | | | 34 | | |
Description of Units
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| | | | 36 | | |
Plan of Distribution
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| | | | 39 | | |
Legal Matters
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| | | | 42 | | |
Experts
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| | | | 42 | | |
Where You Can Find More Information
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| | | | 42 | | |
Incorporation by Reference
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| | | | 43 | | |
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Securities and Exchange Commission registration fee
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| | | $ | *(1) | | |
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FINRA filing fee
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| | | $ | * | | |
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Legal fees and expenses
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| | | | * | | |
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Accounting fees and expenses
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| | | | * | | |
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Printing fees and expenses
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| | | | * | | |
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Transfer agent and trustee fees
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Miscellaneous
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Total
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| | | $ | *(2) | | |
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Exhibit
No. |
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Description
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| 1.1* | | | Form of Underwriting Agreement | |
| 3.1 | | | | |
| 3.2 | | | Amendment to Amended and Restated Certificate of Incorporation of Scholar Rock Holding Corporation (incorporated by reference to Exhibit 3.1.1 to the Registrant's Form S-1/A filed on May 14, 2018) | |
| 3.3 | | | Amendment to Amended and Restated Certificate of Incorporation of Scholar Rock Holding Corporation (incorporated by reference to Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed on June 28, 2024) | |
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Signature
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Title
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Date
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/s/ Jay T. Backstrom
Jay T. Backstrom
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President, Chief Executive Officer and Director (Principal Executive Officer) |
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October 7, 2024
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/s/ Edward H. Myles
Edward H. Myles
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Chief Financial Officer (Principal Financial and Accounting Officer) |
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October 7, 2024
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/s/ David Hallal
David Hallal
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| | Director | | |
October 7, 2024
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/s/ Srinivas Akkaraju, MD, PhD
Srinivas Akkaraju, MD, PhD
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| | Director | | |
October 7, 2024
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/s/ Richard Brudnick
Richard Brudnick
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| | Director | | |
October 7, 2024
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/s/ Kristina Burow
Kristina Burow
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| | Director | | |
October 7, 2024
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/s/ Jeffrey S. Flier, M.D.
Jeffrey S. Flier, M.D.
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| | Director | | |
October 7, 2024
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Signature
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Title
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Date
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/s/ Michael Gilman, Ph.D.
Michael Gilman, Ph.D.
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| | Director | | |
October 7, 2024
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/s/ Joshua Reed
Joshua Reed
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| | Director | | |
October 7, 2024
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/s/ Katie Peng
Katie Peng
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| | Director | | |
October 7, 2024
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/s/ Akshay Vaishnaw, M.D., Ph.D.
Akshay Vaishnaw, M.D., Ph.D.
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| | Director | | |
October 7, 2024
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