Latest S-1 registration statements

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.

Jefferson Capital, Inc., a leading purchaser and manager of charged-off consumer accounts, filed an S-1/A registration statement for its initial public offering of 10,000,000 shares, showcasing robust financial performance and strategic market expansion.

Processa Pharmaceuticals, a clinical-stage biopharmaceutical company, is conducting a public offering of common stock and warrants to raise up to $7.0 million, aiming to fund its Phase 2 clinical trial for NGC-Cap and address its significant accumulated deficit and going concern issues.

DevvStream Corp., a carbon credit generation company, reported significant operating losses and a working capital deficit, raising substantial doubt about its ability to continue as a going concern, while also receiving a Nasdaq delisting notice.

XTI Aerospace, Inc. announced a public offering of up to 3.96 million shares and pre-funded warrants to raise approximately $18.2 million for working capital and TriFan 600 development, while facing substantial dilution and ongoing litigation.

Starry Sea Acquisition Corp, a Cayman Islands blank check company, has filed an S-1 registration statement for an initial public offering of 5 million units at $10.00 each, aiming to complete a business combination within 15 months, while disclosing substantial risks related to its management's ties to the PRC and potential significant dilution for public shareholders.

General Enterprise Ventures, Inc. (GEVI), an environmentally sustainable flame retardant company, has filed an S-1/A registration statement for a public offering and NYSE American listing, despite significant net losses and a going concern qualification from its auditors.

All Things Mobile Analytic, Inc. has filed an S-1/A registration statement to offer 30 million shares at $0.05 each, aiming to raise $1.5 million, while its auditors express substantial doubt about the company's ability to continue as a going concern due to recurring losses and a significant accumulated deficit.

Thoughtful Media Group Incorporated, a digital advertising and multi-channel network company operating in Southeast Asia, has filed an S-1/A registration statement for its initial public offering of 3.75 million shares, seeking to raise approximately $15.1 million in net proceeds despite recent financial losses and an auditor'issued 'going concern' warning.

NMP Acquisition Corp., a Cayman Islands exempted company, has filed an amended S-1 registration statement for its $100 million initial public offering, outlining its blank check company structure, management team, and plans to pursue a business combination within 18 months.