Latest S-1 registration statements

Terra Property Trust, a real estate investment trust, is offering $70 million in senior secured notes to refinance existing debt and for general corporate purposes, following significant debt reduction and a shift to a more conservative leverage strategy.

Farlong Holding Corporation, a health and wellness company, is pursuing an initial public offering despite recurring losses and substantial doubt about its ability to continue as a going concern.

Hall Chadwick Acquisition Corp., a newly formed Cayman Islands blank check company, is launching an initial public offering of 18 million units at $10.00 each to pursue a business combination in the technology, critical materials, and energy sectors.

Flagstar Bank, National Association announces the completion of its internal reorganization, becoming the successor publicly-traded company to Flagstar Financial, Inc.

Applied DNA Sciences is shifting its primary focus to a BNB-focused digital asset treasury strategy, backed by a private placement raising up to $57.6 million, despite ongoing financial losses and going concern doubts.

Silo Pharma, a biopharmaceutical and cryptocurrency treasury company, filed an S-1 registration statement for the resale of up to 3,071,428 common shares underlying previously issued warrants.

DeFi Development Corp. files S-1 to register up to 3.9 million common shares for warrant exercise, aiming to raise $87.7 million for its dual real estate fintech and Solana digital asset strategy.

Galaxy Enterprises Inc., a development stage real estate management company, has filed an S-1 registration statement for selling shareholders, revealing significant accumulated deficits and auditor-expressed going concern doubts.

Zeo Energy Corp. reports significant financial deterioration with declining revenues and increased net losses, despite recent acquisitions and a focus on renewable energy expansion.

American Resources Corporation filed an S-1 registration statement for the resale of up to 17.3 million shares of Class A Common Stock by selling stockholders, from which the company will not receive any proceeds.

Apex Treasury Corporation filed an S-1MEF to register an additional 5,750,000 units for its initial public offering, each consisting of one Class A ordinary share and one-half of one redeemable warrant.

Direct Digital Holdings, Inc. filed an S-1 registration statement for the resale of up to 50 million Class A Common Stock shares by New Circle Principal Investments LLC, alongside efforts to regain Nasdaq compliance and recent debt-to-equity conversions.

Soluna Holdings, Inc. filed an S-1 registration statement for the resale of up to 3,500,000 shares of common stock by a selling stockholder, GreenCloud Partners, LLC, from which the company will not receive direct proceeds for most shares.

Momentus Inc. filed an S-1 registration statement for the resale of over 8.4 million shares by existing stockholders, primarily linked to debt settlements and warrant exercises, as the company continues to address its going concern status and Nasdaq listing compliance.

Buda Juice, Inc. is launching its initial public offering to fund ambitious geographic expansion and solidify its position in the rapidly growing UltraFresh™ juice category.

NextTrip, Inc. filed an S-1/A registration statement for the resale of up to 447,728 common shares by selling stockholders, while disclosing substantial doubt about its ability to continue as a going concern.

Momentus Inc. filed an S-1 registration statement for the resale of up to 43,989,290 shares by selling stockholders, highlighting ongoing financial challenges and a substantial doubt about its ability to continue as a going concern.

Classover Holdings, an online K-12 education platform, completed a business combination and adopted a Solana-centric digital asset treasury strategy while reporting increased net losses.

Northann Corp. filed an S-1/A registration statement for the resale of up to 15,000,000 shares of common stock by selling stockholders, with no proceeds going to the company.

GT Biopharma, a clinical-stage biopharmaceutical company, filed an S-1 registration statement for the resale of up to 14.59 million common shares by selling stockholders, stemming from recent private placements and advisory agreements.

Charging Robotics Inc. filed an S-1 registration statement for the resale of 7,928,852 shares of common stock by existing shareholders and to facilitate its planned uplisting to the Nasdaq Capital Market.

Windtree Therapeutics, Inc. has been delisted from Nasdaq, faces substantial doubt about its ability to continue as a going concern, and is pivoting to a new strategy focused on acquiring revenue-generating FDA-approved products.

Edgemode, Inc. has filed an S-1 registration statement to raise up to $50 million through equity financing with ClearThink Capital Partners.

Aptera Motors Corp. filed an amended S-1 registration statement for the resale of up to 6,000,000 Class B common shares and disclosed a $75 million equity line of credit with New Circle Principal Investments LLC.

Capstone Holding Corp. filed an S-1 registration statement for the resale of 4,306,664 shares of common stock by a selling stockholder, 3i, LP, following a convertible note conversion.

Digital Brands Group, Inc. files an S-1 registration statement for the resale of up to 1,442,308 shares of common stock by selling stockholders, following recent strategic partnerships and a Series D preferred stock financing.

Innventure, Inc. reports a staggering $394.9 million net loss and significant goodwill impairment, raising substantial doubt about its ability to continue as a going concern despite recent capital raises.

Aptera Motors Corp. filed an S-1 registration statement for the resale of up to 6,000,000 shares of Class B common stock by New Circle Principal Investments LLC, with the potential to raise up to $75 million in gross proceeds for the company.

XCF Global, Inc. files an S-1 registration statement for the resale of up to 120.8 million Class A common shares by existing selling stockholders, with no direct proceeds to the company from these sales, while facing significant financial distress and operational delays.

Osprey Solana Trust files S-1 for Cboe BZX Exchange listing, aiming to provide Solana exposure while navigating market volatility and regulatory uncertainties.