Latest S-1 registration statements

Hoyne Bancorp, Inc. is undertaking a mutual-to-stock conversion and public offering of up to 7,935,000 shares at $10.00 per share to strengthen its capital base, expand commercial lending, and enhance its community banking franchise.

FIGX Capital Acquisition Corp., a newly formed blank check company, filed an S-1/A registration statement for a $131 million initial public offering, aiming to acquire a differentiated private wealth or asset manager in the financial industry group sector.

USA Rare Earth, Inc. has filed an amended S-1 registration statement to offer and resell over 270 million shares of common stock and warrants, revealing significant dilution potential and a 'going concern' warning due to continued operating losses and reliance on future capital raises.

Ontrak, Inc. has filed an S-1 registration statement for a public offering of common stock and warrants, seeking to raise approximately $6.0 million to address its substantial financial challenges, including significant losses and a going concern warning from its auditor.

RPM Interactive, Inc., a generative AI publishing and software company, has filed an S-1 registration statement for its initial public offering to fund the development and launch of its Catch-Up vodcast/podcast platform and Live Trivia mobile game, despite having no revenues since inception and substantial accumulated deficits.

LightWave Acquisition Corp. has filed an amended S-1 registration statement, outlining its plans for an initial public offering of 18.75 million units at $10.00 each, with proceeds primarily directed to a trust account for a future business combination.

Tri-County Financial Group has filed an S-1 registration statement to facilitate the resale of 563,064 common shares by Castle Creek Capital Partners VI, LP, with the company not receiving any proceeds, while reporting a slight dip in Q1 2025 net income despite improved net interest margin and strong capital ratios.

Solarius Capital Acquisition Corp., a newly formed blank check company, is launching a $150 million initial public offering to pursue business combinations in the asset management, wealth management, and broader financial services industries.

NUBURU, Inc. has filed an S-1 registration statement for the resale of up to 47.2 million common shares by selling stockholders, revealing significant financial distress, a strategic shift away from laser manufacturing, and ongoing efforts to secure capital through highly dilutive instruments.

USA Rare Earth, Inc. has filed an amended registration statement for the secondary offering of up to 21.4 million common shares by a selling stockholder, following its recent business combination and a $75 million PIPE financing, while auditors express substantial doubt about the company's ability to continue as a going concern.

Elite Express Holding Inc. has filed Amendment No. 2 to its S-1 registration statement, primarily to update its independent auditor's consent and disclose estimated offering expenses and recent unregistered securities sales as it moves closer to a public offering.

Salarius Pharmaceuticals is proceeding with a reverse merger with preclinical-stage Decoy Therapeutics, coupled with a public offering, as it faces significant Nasdaq delisting threats and aims to pivot its business focus to novel peptide conjugate therapeutics.

GeoVax Labs, a clinical-stage biotechnology company, announced a public offering of up to $7.5 million in units to fund its vaccine and immunotherapy pipeline, while also disclosing the termination of a significant BARDA contract for its COVID-19 vaccine.

Pioneer Acquisition I Corp, a blank check company, filed an amended registration statement for its initial public offering of 22 million units at $10.00 per unit, aiming to raise $220 million for a business combination primarily in the healthcare or healthcare-related industries.

Moleculin Biotech, Inc. is seeking to raise up to $6.8 million through a 'reasonable best efforts' public offering of common stock and warrants, as the company faces Nasdaq non-compliance and a critical need for near-term capital to fund its drug development programs.

Caris Life Sciences, a pioneer in AI-powered precision oncology, is launching its initial public offering to raise approximately $419.3 million, seeking to fund its growth and continued innovation despite a history of substantial net losses and negative cash flows.

DeFi Development Corp., formerly Janover Inc., has announced a strategic shift to a Solana-based digital asset treasury model, supported by a new Equity Line of Credit of up to $5 billion and recent capital raises totaling approximately $66 million, while also undergoing significant management changes.

AsiaFIN Holdings Corp., an IT solutions provider specializing in Fintech, RegTech, and RPA, has filed an S-1 registration statement for a public offering and Nasdaq listing, despite reporting increased net losses and a going concern warning.

SeaStar Medical Holding Corporation has filed an S-1 registration statement to offer up to 4.2 million shares and accompanying warrants, seeking to raise capital for its medical device development and commercialization efforts while addressing ongoing Nasdaq listing compliance issues and advancing its pivotal adult AKI clinical trial.

Aptevo Therapeutics Inc. has initiated a public offering of common stock and warrants to raise approximately $7.2 million, while simultaneously addressing significant financial challenges including a shareholders' deficit and Nasdaq listing non-compliance, despite reporting positive clinical trial results for its lead cancer candidates.

Soluna Holdings, Inc. is conducting a public offering of common stock and warrants to raise approximately $4.3 million for working capital and project development, while navigating a significant liability from a terminated AI/HPC partnership and addressing Nasdaq listing requirements.

Seneca Bancorp, Inc. is undertaking a second-step conversion from a mutual holding company to a fully public stock holding company, offering up to 1,388,625 shares of common stock at $10.00 per share to strengthen capital, enhance liquidity, and facilitate strategic growth.

Artificial Intelligence Technology Solutions Inc. (AITX) has filed an S-1 registration statement to allow for the resale of up to 10 billion common shares by GHS Investments, LLC, and to potentially raise up to $30 million in new capital from GHS, despite auditors expressing substantial doubt about the company's ability to continue as a going concern.

RYVYL Inc. has filed an S-1/A registration statement for a $20 million public offering to address severe liquidity issues and Nasdaq non-compliance, following a significant revenue decline from its North American operations and the impending sale of its European subsidiary.

Adial Pharmaceuticals, a clinical-stage biopharmaceutical company, is conducting a 'best efforts' public offering of common stock and warrants to raise up to $4.325 million, while facing substantial doubt about its ability to continue as a going concern and ongoing Nasdaq listing non-compliance.

Heritage Distilling Holding Company, Inc. reported a significant net loss in Q1 2025 and continues to face substantial doubt about its ability to continue as a going concern, despite strategic expansions in direct-to-consumer sales and tribal partnerships.

CapsoVision, Inc., a medical technology company specializing in capsule endoscopy, filed an S-1/A registration statement for its initial public offering of 5,250,000 shares at an anticipated price range of $5.00 to $5.50 per share, aiming to raise approximately $22.83 million in net proceeds to fund R&D, repay a loan, and support general corporate purposes, despite a history of significant net losses and an auditor's going concern warning.

Indigo Acquisition Corp., a newly formed blank check company, has filed an S-1 registration statement for an initial public offering of 10 million units at $10.00 each, aiming to raise $100 million to fund a merger, acquisition, or similar business combination within 21 months.

Grayscale Solana Trust (SOL) has filed an amendment to its S-1 registration statement, detailing its intent to list on NYSE Arca as an ETF, while reporting a significant 35% decrease in net assets for the first quarter of 2025 due to SOL price depreciation.

Aviat Networks, Inc. has filed an S-1 registration statement to allow NEC Corporation to resell 736,750 shares of common stock, with Aviat Networks receiving no proceeds from the sale.