SOBR.NASDAQSobr Safe, INC

S-1/A: SOBR Safe Files Amendment No. 1 to Form S-1 Registration Statement

Sentiment:

S-1/A Filing

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SOBR Safe, Inc. files an amendment to its Form S-1 registration statement related to the resale of common stock by selling stockholders.

Summary

  • SOBR Safe, Inc. has filed Amendment No. 1 to its Form S-1 registration statement with the SEC.
  • The amendment primarily includes the filing of Exhibit 5.1 (Legal Opinion) and Exhibit 23.3 (Consent of Lucosky Brookman LLP, included in Exhibit 5.1).
  • The registration statement pertains to the resale of up to 20,638,326 shares of the company's common stock by certain selling stockholders.
  • These shares are issuable upon the exercise of common stock purchase warrants dated June 4, 2024.
  • The warrants were issued according to an Inducement Letter dated June 4, 2024, between the company and the selling stockholders.
  • The legal opinion provided by Lucosky Brookman LLP states that upon due exercise of the warrants and payment of the exercise price, the resulting shares will be validly issued, fully paid, and non-assessable.

Sentiment

Score: 7

Explanation: The sentiment is neutral to positive as it is a procedural filing to enable potential future transactions. The legal opinion provides assurance regarding the validity of the shares.

Positives

  • Legal counsel has provided an opinion confirming the validity of the shares upon warrant exercise, which supports the resale of the shares.

Future Outlook

The registration statement facilitates the potential resale of common stock by selling stockholders upon exercise of warrants.

Industry Context

This filing is a standard part of the process for companies seeking to allow resale of their securities.

Stakeholder Impact

  • The filing could impact shareholders by increasing the number of shares available in the market.
  • Selling stockholders may benefit from the ability to sell their shares.

Next Steps

  • The SEC will need to declare the registration statement effective.
  • Selling stockholders may then choose to exercise their warrants and sell the shares.

Key Dates

DateDescription
January 31, 2008Articles of Incorporation of Imagine Media, Ltd.
November 6, 2012Articles of Amendment to Articles of Incorporation to TransBiotec, Inc.
May 25, 2017Certificate of Amendment to Certificate of Incorporation filed with the State of Delaware
October 25, 2019Employment Agreement with David Gandini
March 23, 2020Amendment No. 1 to Asset Purchase Agreement dated by and between IDTEC, LLC and TransBiotec, Inc.
June 5, 2020Waiver Under Asset Purchase Agreement and Post-Closing Covenant Agreement dated by and between IDTEC, LLC and TransBiotec, Inc.
September 27, 202118% Original Issue Discount Convertible Debenture issued by SOBR Safe, Inc. to Armistice Capital Master Fund Ltd.
August 17, 2021Executive Employment Agreement with Scott Bennett
October 11, 2021Executive Employment Agreement with Michael Watson
January 1, 2022Executive Employment Agreement with Gerard Wenzel
January 21, 2022Consulting Agreement by and between SOBR Safe, Inc. and Winterstone Group, LLC
January 18, 2022Services Agreement by and between SOBR Safe, Inc. and TraDigital Marketing Group, LLC
May 16, 2022Confirming Agreement by and between SOBR Safe, Inc. and Winterstone Group, LLC
May 16, 2022Confirming Agreement by and between SOBR Safe, Inc. and TraDigital Marketing Group, LLC
March 30, 2022Common Stock Purchase Warrant issued by SOBR Safe, Inc. to Armistice Capital Master Fund Ltd
September 28, 2022Securities Purchase Agreement by and between SOBR Safe, Inc. and Aegis Capital Corp.
September 30, 2022Registration Rights Agreement by and between SOBR Safe, Inc. and Purchasers
September 30, 2022Form of Pre-Funded Warrant Agreement by and between SOBR Safe, Inc. and Purchasers
September 30, 2022Form of Warrant Agreement by and between SOBR Safe, Inc. and Purchasers
January 30, 2023Executive Employment Agreement with David Gandini
March 7, 2023Purchase Agreement between SOBR Safe, Inc. and Purchasers
March 7, 2023Registration Rights Agreement between SOBR Safe, Inc. and Purchasers
March 9, 2023Form of Senior Convertible Note between SOBR Safe, Inc. and Holders
March 9, 2023Common Stock Purchase Warrant between SOBR Safe, Inc. and Holders
June 4, 2024Inducement Letter and Warrant issued to selling stockholders.
August 27, 2024Date of the legal opinion from Lucosky Brookman LLP and filing date of the amendment.

Keywords

S-1, registration statement, SOBR Safe, common stock, warrants, resale, legal opinion, Lucosky Brookman LLP

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