Latest S-1 registration statements

Lifeward Ltd., a medical device company, has filed an S-1/A registration statement to offer up to 4 million ordinary shares and accompanying warrants, seeking to raise approximately $3.6 million in net proceeds to fund ongoing commercial efforts and general corporate purposes, while acknowledging substantial doubt about its ability to continue as a going concern.

OneMedNet Corporation, a healthcare software company, reported continued significant net losses and a substantial accumulated deficit, leading its auditors to express substantial doubt about its ability to continue as a going concern, while simultaneously facing multiple Nasdaq listing compliance issues and pursuing significant equity and debt financing.

Bimergen Energy Corporation, a renewable energy project developer, has filed an amended S-1 registration statement for a public offering of common stock and pre-funded warrants, aiming to fund its substantial portfolio of utility-scale Battery Energy Storage System (BESS) and solar development projects despite a history of significant net losses and a going concern opinion.

Reliance Global Group, Inc. filed an S-1 registration statement for the resale of up to 4,568,455 shares of common stock by selling securityholders, while outlining recent strategic moves including a private placement, the planned sale of Fortman Insurance Agency, and the acquisition of Spetner Associates.

Liminatus Pharma, Inc., a pre-clinical stage biopharmaceutical company, has completed its business combination with Iris Acquisition Corp., listing on Nasdaq, but faces substantial doubt about its ability to continue as a going concern due to a history of significant losses and limited cash reserves.

Athena Bitcoin Global, a prominent operator of Bitcoin ATMs, reported a significant decline in net income and gross profit for Q1 2025 despite continued expansion of its ATM network and transaction volumes, while grappling with multiple class-action lawsuits and an evolving regulatory landscape.

Bone Biologics Corporation announced a public offering of common stock and warrants to raise approximately $4.3 million, aiming to fund clinical trials and patent portfolio expansion, while acknowledging substantial doubt about its ability to continue as a going concern.

NMP Acquisition Corp., a newly formed blank check company, filed an amended registration statement for its initial public offering of 10 million units at $10.00 each, aiming to raise $100 million to pursue a business combination within 18 months.

CoastalSouth Bancshares, Inc. is initiating an initial public offering of 2.6 million shares to raise capital for organic growth, strategic acquisitions, and debt repayment, building on its strong historical performance and diversified banking model.

Jefferson Capital, Inc. filed an exhibits-only amendment to its S-1 registration statement, outlining the terms of its proposed initial public offering of up to 11.5 million shares, alongside new corporate governance documents and a comprehensive stockholders agreement.

Iron Horse Acquisitions Corp. II, a new blank check company led by experienced SPAC executives, is launching a $200 million initial public offering to pursue business combinations primarily within the media and entertainment industry, with a focus on AI-driven opportunities.

Lixte Biotechnology Holdings, Inc. is undertaking a public offering of up to 7.69 million shares and pre-funded warrants to secure vital capital for operations and clinical trials, while simultaneously grappling with a Nasdaq compliance deadline and a significant clinical trial pause due to serious adverse events.

Indigo Acquisition Corp., a Cayman Islands-based blank check company, has filed an amended registration statement for its initial public offering of 10 million units at $10.00 each, aiming to raise $100 million for a future business combination, while disclosing significant dilution for public shareholders and a going concern uncertainty.

Australian Oilseeds Holdings Limited filed an S-1/A registration statement for the resale of up to 25.86 million shares, revealing significant financial losses, a worsening net current liability, and ongoing Nasdaq listing compliance challenges, despite revenue growth and ambitious expansion plans.

FIGX Capital Acquisition Corp. has filed an Amendment No. 2 to its S-1 Registration Statement, primarily to include updated corporate governance documents and legal opinions, while detailing its capital structure and offering expenses for its upcoming initial public offering.

Entero Therapeutics, Inc. is offering 12 million shares of common stock or pre-funded warrants to raise approximately $6 million, primarily to fund its lead drug candidate Adrulipase and address significant financial liabilities, while also unwinding a recent merger with ImmunogenX, Inc.

Amaze Holdings, Inc. has filed an amended registration statement to facilitate the potential sale of up to $35 million in common stock to a selling stockholder, as the company continues to report substantial losses and faces going concern uncertainties.

Vendome Acquisition Corporation I, a newly formed blank check company, has filed an amended S-1 registration statement for its initial public offering of 20 million units at $10.00 per unit, aiming to raise $200 million to fund a business combination within 24 months.

EQV Ventures Acquisition Corp. II has filed an amended registration statement detailing the terms of its initial public offering, including unit composition, warrant structure, and robust shareholder protections for its special purpose acquisition company.

DeFi Development Corp., formerly Janover Inc., has announced a major strategic pivot to a Solana-centric treasury model, alongside a series of significant capital raises and a complete overhaul of its executive leadership and board.

Oragenics, Inc. is seeking to raise up to $20 million through an offering of Series H Preferred Stock and Warrants to fund its ONP-002 concussion clinical trials and address significant financial challenges, including an auditor's going concern doubt and NYSE American listing non-compliance.

American Rebel Holdings, Inc. has filed an S-1/A registration statement for the resale of up to 4,760,316 shares by selling stockholders, with the company not receiving direct proceeds from the sale, while grappling with ongoing net losses, material weaknesses in internal controls, and a defaulted credit facility with Bank of America.

Momentus Inc. has filed an amendment to its S-1 registration statement, outlining the terms for a proposed public offering of common stock, pre-funded warrants, and common warrants, with A.G.P./Alliance Global Partners serving as the placement agent.

1RT Acquisition Corp. has filed an amended S-1 registration statement outlining its initial public offering of 15 million units at $10.00 per unit, aiming to raise $150 million for a future business combination, with detailed provisions for unit structure, warrant exercise, shareholder redemptions, and sponsor share forfeiture.

Sonim Technologies, a provider of rugged enterprise 5G solutions, has filed an S-1 registration statement to offer up to $10 million in common stock and pre-funded warrants, outlining its strategic expansion into new markets and product categories while addressing ongoing financial challenges and a proxy contest.

TruGolf Holdings, Inc. (TRUG) is grappling with severe financial challenges, including increased net losses and Nasdaq non-compliance, while registering a massive share offering that could significantly dilute existing shareholders.

Venus Concept Inc. has filed an S-1 registration statement for the resale of up to 899,870 common shares by selling stockholders, following a recent $1.15 million registered direct offering and the planned $20 million sale of its Hair Business.

NextTrip, Inc., an early-stage travel technology company, has filed an S-1 registration statement for the resale of up to 2.37 million common shares by existing stockholders, while continuing to expand its integrated travel and media platform through recent acquisitions despite ongoing financial uncertainties.

Aditxt, Inc. has filed an S-1 registration statement to allow for the resale of up to 50 million common shares by Seven Knots, LLC, while outlining its strategy to raise up to $150 million through direct sales to Seven Knots, with proceeds earmarked for debt redemption, acquisitions, and a new digital asset treasury strategy focused on bitcoin.

Ontrak, Inc. has filed an S-1/A registration statement for a public offering of common stock and warrants, seeking to raise capital while grappling with significant financial distress, a 'going concern' warning, and potential Nasdaq delisting.