UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 10-Q/A

Amendment No. 1

 

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2020

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________________to __________________

Commission File Number: 001-39409

 

ALLOVIR, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

Delaware

 

83-1971007

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

139 Main Street, Suite 500

Cambridge, MA

 

02142

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (617) 433-2605

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

 

ALVR

 

The Nasdaq Global Market

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes  ☒    No  

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).     Yes  ☒    No  

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.

 

Large accelerated filer

 

  

Accelerated filer

 

 

 

 

 

 

 

 

Non-accelerated filer

 

  

Smaller reporting company

 

 

 

 

 

 

 

 

 

 

 

 

Emerging growth company

 

 

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 13(a) of the Exchange Act. 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes       No  

As of August 31, 2020, the registrant had 65,106,873 shares of common stock, $0.0001 par value per share, outstanding.

 

 

 


 

 

Explanatory Note

 

This Amendment No. 1 (the "Amendment") to the Quarterly Report on Form 10-Q of AlloVir, Inc. (the "Company") for the quarter ended June 30, 2020, originally filed with the Securities and Exchange Commission on September 2, 2020 (the "Original Form 10-Q"), is being filed solely to correct an administrative error in the number of outstanding shares of the Company's common stock, as of August 31, 2020, listed on the cover page. The cover page of this Amendment correctly states that the number of shares of common stock outstanding on August 31, 2020 was 65,106,873. No other parts of the Original Form 10-Q presented incorrect share information.

 

This Amendment is limited in scope to the correction described above and does not amend, update, or change any other items or disclosures contained in the Original Form 10-Q. Accordingly, all other items that remain unaffected are omitted in this filing. Except as described in the preceding paragraph, we do not purport by this Amendment to update any of the information contained in the Original Form 10-Q, which continues to speak as of the original filing date of the Original Form 10-Q.

 

 

 


 

As required by Rule 12b-15 of the Securities Exchange Act of 1934, as amended, this Amendment contains new certifications by the Company’s principal executive officer and principal financial officer, which are being filed as exhibits to the Amendment. Because the Amendment includes no financial statements, the Company is not including certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

Item 6. Exhibits.

 

Exhibit

Number

 

Description

 

 

 

31.1*

 

Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

31.2*

 

Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

101.INS

 

XBRL Instance Document

 

 

 

101.SCH

 

XBRL Taxonomy Extension Schema Document

 

 

 

101.CAL

 

XBRL Taxonomy Extension Calculation Linkbase Document

 

 

 

101.DEF

 

XBRL Taxonomy Extension Definition Linkbase Document

 

 

 

101.LAB

 

XBRL Taxonomy Extension Label Linkbase Document

 

 

 

101.PRE

 

XBRL Taxonomy Extension Presentation Linkbase Document

 

*

Filed herewith.

2


 

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 thereunto duly authorized.

 

 

 

AlloVir, Inc.

 

 

 

 

Date: September 16, 2020

 

By:

/s/ David Hallal

 

 

 

David Hallal

 

 

 

Chief Executive Officer and Director

(Principal Executive Officer)

 

 

 

 

Date: September 16, 2020

 

By:

/s/ Vikas Sinha

 

 

 

Vikas Sinha

 

 

 

President, Chief Financial Officer and Director

(Principal Financial Officer and Principal Accounting Officer)

 

 

3

alvr-ex311_6.htm

 

Exhibit 31.1

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, David Hallal, certify that:

1.

I have reviewed this Quarterly Report on Form 10-Q/A of AlloVir, Inc.; and

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.

 

Date: September 16, 2020

 

By:

/s/ David Hallal

 

 

 

David Hallal

 

 

 

Chief Executive Officer and Director

(Principal Executive Officer)

 

 

alvr-ex312_7.htm

 

Exhibit 31.2

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Vikas Sinha, certify that:

1.

I have reviewed this Quarterly Report on Form 10-Q/A of AlloVir, Inc.; and

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.

 

Date: September 16, 2020

 

By:

/s/ Vikas Sinha

 

 

 

Vikas Sinha

 

 

 

President, Chief Financial Officer and Director

(Principal Financial Officer and Principal Accounting Officer)

 

 

v3.20.2
Document and Entity Information - shares
6 Months Ended
Jun. 30, 2020
Aug. 31, 2020
Cover [Abstract]    
Document Type 10-Q/A  
Amendment Flag true  
Amendment Description This Amendment No. 1 (the "Amendment") to the Quarterly Report on Form 10-Q of AlloVir, Inc. (the "Company") for the quarter ended June 30, 2020, originally filed with the Securities and Exchange Commission on September 2, 2020 (the "Original Form 10-Q"), is being filed solely to correct an administrative error in the number of outstanding shares of the Company's common stock, as of August 31, 2020, listed on the cover page. The cover page of this Amendment correctly states that the number of shares of common stock outstanding on August 31, 2020 was 65,106,873. No other parts of the Original Form 10-Q presented incorrect share information.This Amendment is limited in scope to the correction described above and does not amend, update, or change any other items or disclosures contained in the Original Form 10-Q. Accordingly, all other items that remain unaffected are omitted in this filing. Except as described in the preceding paragraph, we do not purport by this Amendment to update any of the information contained in the Original Form 10-Q, which continues to speak as of the original filing date of the Original Form 10-Q.  
Document Period End Date Jun. 30, 2020  
Document Fiscal Year Focus 2020  
Document Fiscal Period Focus Q2  
Trading Symbol ALVR  
Entity Registrant Name ALLOVIR, INC.  
Entity Central Index Key 0001754068  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Current Fiscal Year End Date --12-31  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company true  
Entity Ex Transition Period false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   65,106,873
Security12b Title Common Stock, par value $0.0001 per share  
Security Exchange Name NASDAQ  
Entity File Number 001-39409  
Entity Incorporation State Country Code DE  
Entity Tax Identification Number 83-1971007  
Entity Address Address Line1 139 Main Street  
Entity Address, Address Line Two Suite 500  
Entity Address City Or Town Cambridge  
Entity Address State Or Province MA  
Entity Address Postal Zip Code 02142  
City Area Code 617  
Local Phone Number 433-2605  
Document Quarterly Report true  
Document Transition Report false