Allarity Therapeutics Files Amendment to S-1 Registration Statement

TL;DR

<b>Allarity Therapeutics filed an S-1/A amendment, indicating a planned continuous offering of securities.</b>

AI Summary

Allarity Therapeutics, Inc. (ALLR) filed a Amended IPO Registration (S-1/A) with the SEC on April 8, 2024. Allarity Therapeutics, Inc. filed an amendment (No. 4) to its S-1 registration statement on April 8, 2024. The filing is for a registration of securities under the Securities Act of 1933. The company is incorporated in Delaware and its principal executive offices are located in Boston, MA. Allarity Therapeutics is classified as a smaller reporting company and an emerging growth company. The filing indicates an intention to offer securities on a delayed or continuous basis pursuant to Rule 415.

Why It Matters

For investors and stakeholders tracking Allarity Therapeutics, Inc., this filing contains several important signals. This amendment suggests the company is preparing to raise capital through ongoing security sales, which could impact its financial structure and shareholder base. As a smaller reporting and emerging growth company, this filing is a significant step in its financial and regulatory journey, potentially signaling future growth or funding needs.

Risk Assessment

Risk Level: low — Allarity Therapeutics, Inc. shows low risk based on this filing. The filing is an amendment to a registration statement, which is a standard procedural step for companies planning to offer securities, and does not contain new material financial or operational information that would significantly alter the company's risk profile at this stage.

Analyst Insight

Monitor future filings for details on the specific securities being offered, the intended use of proceeds, and the pricing of any public offering.

Key Numbers

• 4 — Amendment Number (Amendment Number 4 to Form S-1)
• 2024-04-08 — Filing Date (Date the amendment was filed)
• 1933 — Securities Act Year (Securities Act of 1933)
• 275224 — SEC File Number (SEC File Number 333-275224)

Key Players & Entities

• Allarity Therapeutics, Inc. (company) — Registrant name
• 0001213900-24-030912 (other) — Accession Number
• 20240408 (date) — Filing Date
• 333-275224 (other) — Registration Number
• Thomas H. Jensen (person) — Chief Executive Officer
• Venable LLP (company) — Legal Counsel
• Rule 415 (other) — Securities Act rule for delayed/continuous offerings

FAQ

Industry Context

Allarity Therapeutics operates in the pharmaceutical preparations industry, focusing on the development and commercialization of therapeutic solutions.

Regulatory Implications

The filing is made under the Securities Act of 1933, which governs the registration of securities offered to the public in the United States.

What Investors Should Do

1. Review the full S-1/A filing for details on the proposed securities offering.
2. Track subsequent amendments or prospectuses for specific terms, pricing, and use of proceeds.
3. Analyze the company's financial health and market position in light of potential capital raises.

Year-Over-Year Comparison

This is an amendment to a previously filed S-1 registration statement, indicating ongoing efforts to register securities for public offering.

Key Financial Figures

• $8 million — a "reasonable best efforts" basis up to $8 million of shares of our common stock, $0.0001
• $0.0001 — million of shares of our common stock, $0.0001 par value per share ("Common Stock" or
• $0.3011 — sumed combined public offering price of $0.3011 (equal to the last sale price of shares
• $0.001 — mmon warrants in this offering less the $0.001 per share exercise price of each such p
• $4.2 million — a maximum aggregate offering amount of $4.2 million. This prospectus also relates to the of
• $7.00 — chase 629,423 shares of Common Stock at $7.00 per share, subject to adjustment upon c
• $2,500,000 — the stockholders' equity requirement of $2,500,000 will result in immediate delisting, sub
• $1.00 — of Common Stock has closed at less than $1.00 per share over the previous 30 consecut
• $4,900,000 — ly due and payable in the amount of USD $4,900,000 plus interest; ii the initiation, co

Filing Documents

• ea0203411-s1a4_allarity.htm (S-1/A) — 865KB
• ea020341101ex23-1_allarity.htm (EX-23.1) — 2KB
• img_001.jpg (GRAPHIC) — 9KB
• 0001213900-24-030912.txt (&nbsp;) — 1118KB
• allr-20231231.xsd (EX-101.SCH) — 3KB
• allr-20231231_def.xml (EX-101.DEF) — 6KB
• allr-20231231_lab.xml (EX-101.LAB) — 9KB
• allr-20231231_pre.xml (EX-101.PRE) — 6KB
• ea0203411-s1a4_allarity_htm.xml (XML) — 2KB

USE OF PROCEEDS

USE OF PROCEEDS 15 CAPITALIZATION 16

DILUTION

DILUTION 18 MANAGEMENT 20

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 23 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 36

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL 4 1 DESCRIPTION OF OUR CAPITAL STOCK 42 DESCRIPTION OF SECURITIES WE ARE OFFERING 56 PLAN OF DISTRIBUTION 5 9 LEGAL MATTERS 62 EXPERTS 62 WHERE YOU CAN FIND ADDITIONAL INFORMATION 63 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 64 We incorporate by reference important information into this prospectus. You may obtain the information incorporated by reference without charge by following the instructions under " Where You Can Find More Information ." You should carefully read this prospectus as well as additional information described under " Incorporation of Certain Information by Reference ," before deciding to invest in our shares of common stock. Neither we nor the placement agent has authorized anyone to provide you with information other than that contained in this prospectus or any free writing prospectus prepared by or on behalf of us or to which we have referred you. We and the placement agent take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. We are offering to sell, and seeking offers to buy, the securities only in jurisdictions where offers and sales are permitted. The information contained in this prospectus is accurate only as of the date on the front cover page of this prospectus, or other earlier date stated in this prospectus, regardless of the time of delivery of this prospectus or of any sale of our securities. No action is being taken in any jurisdiction outside the United States to permit a public offering of our securities or possession or distribution of this prospectus in that jurisdiction. Persons who come into possession of this prospectus in jurisdictions outside the United States are required to inform themselves about and to observe any restrictions as to this offering and the distribution of this prospectus applicable to that jurisdiction. When used herein, u

View Full Filing

View this S-1/A filing on SEC EDGAR