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As filed with the Securities and Exchange Commission on March 4, 2020
Registration No. 333-236572
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Amendment No. 2
to
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
INVIVO THERAPEUTICS HOLDINGS CORP.
(Exact name of registrant as specified in its charter)
Nevada (State or other Jurisdiction of Incorporation or Organization) | 3841 (Primary Standard Industrial Classification Code Number) | 36-4528166 (I.R.S. Employer Identification No.) |
One Kendall Square, Suite B14402
Cambridge, MA 02139
(617) 863-5500
(Address, including zip code, and telephone number, including
area code, of registrant's principal executive offices)
Richard Toselli, M.D.
President and Chief Executive Officer
InVivo Therapeutics Holdings Corp.
One Kendall Square, Suite B14402
Cambridge, MA 02139
(617) 863-5500
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to: | ||
Rosemary G. Reilly, Esq. Wilmer Cutler Pickering Hale and Dorr LLP 60 State Street Boston, Massachusetts 02109 (617) 526-6000 | Robert F. Charron, Esq. Ellenoff Grossman & Schole LLP 1345 Avenue of the Americas New York, New York 10105 (212) 370-1300 |
Approximate date of commencement of proposed sale to the public:
As soon as practicable after this registration statement is declared effective.
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: ý
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. o
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. o
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. o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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.
Large accelerated filer o | Accelerated filer o | Non-accelerated filer ý | Smaller reporting company ý Emerging growth company o |
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 to Section 7(a)(2)(B) of the Securities Act. o
This Amendment is being filed solely for the purpose of filing Exhibits 4.10, 4.11, 4.12 and 10.26.
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
ITEM 16. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
(a) Exhibits
II-1
II-2
II-3
- *
- Indicates a management contract or compensatory plan or arrangement.
- +
- Filed herewith.
- †
- Previously filed.
II-4
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Amendment No. 2 to the registrant has duly caused this Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Cambridge, Commonwealth of Massachusetts, on March 4, 2020.
INVIVO THERAPEUTICS HOLDINGS CORP. | ||||
Date: March 4, 2020 | By: | /s/ RICHARD TOSELLI Richard Toselli President and Chief Executive Officer (Principal Executive Officer) | ||
Date: March 4, 2020 | By: | /s/ RICHARD CHRISTOPHER Richard Christopher Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) |
In accordance with the requirements of the Securities Act of 1933, as amended, this Amendment No. 2 to Registration Statement was signed by the following persons in the capacities and on the dates stated:
Signature | Title | Date | ||||
---|---|---|---|---|---|---|
/s/ RICHARD TOSELLI /s/ Richard Toselli | President and Chief Executive Officer (Principal Executive Officer) and Director | March 4, 2020 | ||||
/s/ RICHARD CHRISTOPHER Richard Christopher | Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) | March 4, 2020 | ||||
* C. Ann Merrifield | Director | March 4, 2020 | ||||
* Daniel R. Marshak | Director | March 4, 2020 | ||||
* Christina Morrison | Director | March 4, 2020 |
Signature | Title | Date | ||||
---|---|---|---|---|---|---|
* Richard J. Roberts | Director | March 4, 2020 | ||||
* Robert J. Rosenthal | Director | March 4, 2020 | ||||
*By: | /s/ RICHARD TOSELLI Richard Toselli Attorney-in-fact |
EXPLANATORY NOTE
PART II INFORMATION NOT REQUIRED IN PROSPECTUS
SIGNATURES