10-K/A: Intelligent Bio Solutions Files Amendment to 10-K to Update Auditor Consent and Cover Page
10-K/A Amendment
Intelligent Bio Solutions Inc. files an amendment to its annual report on Form 10-K to update the auditor's consent and clarify document incorporation by reference.
Summary
- Intelligent Bio Solutions Inc. is filing Amendment No. 1 on Form 10-K/A to its annual report for the fiscal year ended June 30, 2024.
- The amendment updates the auditor's consent in Exhibit 23.1 to include the Registration Statement on Form S-1 (File No. 333-273219).
- The cover page of the Original Form 10-K is updated to indicate that no documents are incorporated by reference.
- The amendment includes updated certifications from the company's principal executive officer and principal financial officer as required under Section 302 of the Sarbanes-Oxley Act of 2002.
- The original Form 10-K was filed with the SEC on September 18, 2024.
- The amendment does not change the company's consolidated financial statements or any other item or disclosure in the original Form 10-K, and does not reflect any information or event subsequent to the filing date of the original report.
- As of September 16, 2024, there were 4,249,782 shares of the company's common stock issued and outstanding.
- The aggregate market value of the Common Stock held by non-affiliates on December 31, 2023, was $5,986,356.
Sentiment
Score: 7
Explanation: The document is a routine regulatory filing, indicating standard corporate governance and compliance. The sentiment is neutral to slightly positive as it reflects adherence to regulatory requirements.
Positives
- The company is providing updated certifications from its principal executive and financial officers, ensuring compliance with regulatory requirements.
- The amendment clarifies the scope of the original filing, reducing potential ambiguity for investors.
Future Outlook
The amendment does not include any forward-looking statements or guidance.
Management Comments
- Harry Simeonidis, Chief Executive Officer and President, certified that the 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.
- Spiro Sakiris, Chief Financial Officer, certified that the 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.
Industry Context
This filing is a routine amendment to a standard annual report, ensuring compliance with SEC regulations regarding auditor consent and document incorporation, which is a common practice for publicly traded companies.
Comparison to Industry Standards
- Updating auditor consents and clarifying document incorporation are standard practices in SEC filings, ensuring transparency and compliance.
- Many companies, such as Apple, Microsoft, and Amazon, routinely file amendments to their annual reports for various reasons, including updating exhibits and certifications.
Stakeholder Impact
- The amendment ensures that stakeholders have accurate and up-to-date information regarding the company's financial reporting and compliance.
Key Dates
| Date | Description |
|---|---|
| 2020-08-06 | Filing date of the Companys Amended Registration Statement on Form S-1/A (File No. 333-232557) incorporating the Code of Ethics. |
| 2020-09-19 | Filing date of the Companys Amended Registration Statement on Form S-1/A (File No. 333-232557) incorporating the Specimen Common Stock Certificate. |
| 2020-10-13 | Filing date of the Companys Amended Registration Statement on Form S-1/A (File No. 333-232557) incorporating the Amended and Restated License Agreement and Technology License Agreement. |
| 2020-10-20 | Filing date of the Companys Amended Registration Statement on Form S-1/A (File No. 333-232557) incorporating the Series A Warrant, Series B Warrant, Form of Warrant Agency Agreement and Certificate of Designation of Series B Preferred Stock. |
| 2020-12-21 | Filing date of the Companys Amended Registration Statement on Form S-1/A (File No. 333-232557) incorporating the Amended and Restated Certificate of Incorporation, Form of Exchange Agreement, Form of Registration Rights Agreement, Form of Purchase and Assignment Agreement and Form LSBD Warrant. |
| 2022-06-16 | Date of the Bridge Facility Agreement between the Company and Intelligent Fingerprinting Limited. |
| 2022-09-15 | Filing date of the Companys Current Report on Form 8-K incorporating the Employment Agreement between the Glucose Biosensor Systems (Greater China) Pty Ltd and Spiro Sakiris and Harry Simeonidis. |
| 2022-09-22 | Filing date of the Companys Annual Report on Form 10-K incorporating the Bridge Facility Agreement. |
| 2022-09-30 | Filing date of the Companys Current Report on Form 8-K incorporating the Employment Agreement between the GBS (APAC) Pty Ltd and Steven Boyages. |
| 2022-10-04 | Date of the Share Exchange Agreement, Investors Rights Agreement, Registration Rights Agreements, Voting Agreement, Extension Agreement, Deeds of Amendment and Restatement, and filing date of the Companys Current Report on Form 8-K incorporating these agreements. |
| 2022-10-11 | Filing date of the Companys Current Report on Form 8-K incorporating the Share Exchange Agreement, Certificate of Designation of Preferences, Rights and Limitations of Series C Convertible Preferred Stock, Investors Rights Agreement, Registration Rights Agreements, Voting Agreement, Extension Agreement, Deeds of Amendment and Restatement. |
| 2022-10-26 | Date of the Amended and Restated Bylaws of Intelligent Bio Solutions Inc. |
| 2022-10-27 | Filing date of the Companys Current Report on Form 8-K incorporating the Certificate of Amendment to the Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws. |
| 2022-12-21 | Date of the Securities Purchase Agreement. |
| 2022-12-22 | Filing date of the Companys Current Report on Form 8-K incorporating the Certificate of Designation of Preferences, Rights and Limitations of Series D Convertible Preferred Stock, Form of Warrant (Series D), Form of Placement Agent Warrant and Form of Securities Purchase Agreement. |
| 2023-02-09 | Filing date of the Companys Current Report on Form 8-K incorporating the Certificate of Amendment to Amended and Restated Certificate of Incorporation. |
| 2023-03-10 | Filing date of the Companys Current Report on Form 8-K incorporating the Form of Representative Warrant, Form of Warrant Agency Agreement and Form of Warrant. |
| 2023-05-17 | Filing date of the Companys Current Report on Form 8-K incorporating the Form of Convertible Loan Conversion Agreement. |
| 2023-07-03 | Filing date of the Companys Current Report on Form 8-K incorporating the Letter to Securities and Exchange Commission from BDO Audit Pty Ltd. |
| 2023-07-26 | Filing date of the Companys Current Report on Form 8-K incorporating the Certificate of Elimination of Series B Convertible Preferred Stock and Certificate of Elimination of Series D Convertible Preferred Stock. |
| 2023-08-23 | Filing date of the Companys Annual Report on Form 10-K incorporating the Description of Registrants Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. |
| 2023-10-03 | Date the Certificate of Designation of Preferences, Rights and Limitations of the Series E Convertible Preferred Stock was filed with the Delaware Secretary of State. |
| 2023-10-04 | Filing date of the Companys Current Report on Form 8-K incorporating the Certificate of Designation of Preferences, Rights and Limitations of the Series E Convertible Preferred Stock, Form of Series E Warrant, Form of Series F Warrant, Form of Representative Warrant and Warrant Agency Agreement. |
| 2023-12-13 | Date the Intelligent Bio Solutions Inc. 2019 Long Term Incentive Plan was amended. |
| 2023-12-14 | Filing date of the Companys Current Report on Form 8-K incorporating the Intelligent Bio Solutions Inc. 2019 Long Term Incentive Plan (as amended December 13, 2023). |
| 2024-01-26 | Filing date of the Companys Current Report on Form 8-K incorporating the Certificate of Amendment to Amended and Restated Certificate of Incorporation. |
| 2024-02-07 | Filing date of the Companys Current Report on Form 8-K incorporating the Form of 2024 Warrant Inducement Agreement (Series E Warrants), Form of Series G Warrant and Form of Placement Agent Warrant. |
| 2024-02-29 | Date of the Consulting Agreement between C2C Advisors Inc. and Intelligent Bio Solutions Inc. |
| 2024-03-01 | Filing date of the Companys Current Report on Form 8-K incorporating the Consulting Agreement. |
| 2024-03-13 | Filing date of the Companys Current Report on Form 8-K incorporating the Form of Series H-1 Warrant, Form of Series H-2 Warrant, Form of Series I Pre-Funded Warrant, Form of Placement Agent Warrant, Form of Securities Purchase Agreement, Registration Rights Agreement and Placement Agency Agreement. |
| 2024-06-30 | Fiscal year end date. |
| 2024-09-16 | Date as of which there were 4,249,782 of the registrants Common Stock issued and outstanding. |
| 2024-09-18 | Date the Original Form 10-K was filed with the SEC. |
| 2025-02-13 | Date of signatures for the Amendment No. 1 Annual Report on Form 10-K/A. |
Keywords
Form 10-K/A, amendment, auditor consent, financial reporting, Intelligent Bio Solutions, Sarbanes-Oxley, certification
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