ALR Technologies SG Ltd. Files December 2024 6-K Report

Ticker: ALRTF · Form: 6-K · Filed: Dec 30, 2024 · CIK: 1930419

Sentiment: neutral

Topics: 6-K, foreign-private-issuer, disclosure

TL;DR

ALR Technologies SG Ltd. filed its December 6-K, standard foreign issuer update.

AI Summary

ALR Technologies SG Ltd. filed a Form 6-K on December 30, 2024, reporting for the month of December 2024. The company, previously known as ALR Technologies SG Pte. Ltd. until a name change on May 20, 2022, is based in Singapore and operates in the communications equipment sector. This filing is made under the 1934 Securities Exchange Act.

Why It Matters

This filing provides routine updates for investors and regulators regarding ALR Technologies SG Ltd.'s ongoing operations and compliance as a foreign private issuer.

Risk Assessment

Risk Level: low — This is a routine 6-K filing for a foreign private issuer, typically containing standard disclosures and not indicating significant new risks.

Key Players & Entities

FAQ

What is the primary purpose of a Form 6-K filing?

A Form 6-K is a report of foreign private issuers required to be filed with the SEC to provide information that the issuer makes public in its home country, files with a stock exchange, or distributes to its security holders.

When was ALR Technologies SG Ltd. previously known by another name?

ALR Technologies SG Ltd. was formerly known as ALR Technologies SG Pte. Ltd., with the name change occurring on May 20, 2022.

What is the SIC code for ALR Technologies SG Ltd. and what does it represent?

The SIC code is 3669, which represents 'COMMUNICATIONS EQUIPMENT, NEC' (Not Elsewhere Classified).

What is the filing date and reporting period for this specific 6-K?

This Form 6-K was filed on December 30, 2024, and reports for the month of December 2024.

Does ALR Technologies SG Ltd. file annual reports under Form 20-F or 40-F?

ALR Technologies SG Ltd. indicates it files annual reports under cover of Form 20-F.

Filing Stats: 4,295 words · 17 min read · ~14 pages · Grade level 14.9 · Accepted 2024-12-30 14:32:51

Key Financial Figures

Filing Documents

Quantitative and Qualitative Disclosures About Market

Quantitative and Qualitative Disclosures About Market Risk. 41 Item 4.

Controls and Procedures

Controls and Procedures. 41

OTHER INFORMATION

PART II. OTHER INFORMATION Item 1. Legal Proceedings. 42 Item 1A. Risk Factors. 42 Item 3. Defaults Upon Senior Securities. 42 Item 5. Other Information. 42 Item 6 Exhibits. 42

FINANCIAL

PART I. FINANCIAL INFORMATION

CONDENSED

ITEM 1. CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS. ALR TECHNOLOGIES SG LTD. Condensed Interim Consolidated Financial Statements June 30, 2024 and 2023 (unaudited) Index Page Condensed Interim Consolidated Balance Sheets 4 Condensed Interim Consolidated Statements of Operations and Comprehensive Loss 5 Condensed Interim Consolidated Statements of Cash Flows 6 Condensed Interim Consolidated Statements of Changes in Shareholders’ Deficit 7 – 8 Notes to Condensed Interim Consolidated Financial Statements 9 – 29 ALR TECHNOLOGIES SG LTD. Condensed Interim Consolidated Balance Sheets ($ United States) (Unaudited) June 30, 2024 December 31, 2023 Assets Current assets: Cash $ 3,827 $ 59,082 Accounts receivable — 41,100 Inventory 10,976 11,000 Prepaid expenses 31,037 44,016 Total assets $ 45,840 $ 155,198 Liabilities and Shareholders’ Deficit Current liabilities: Accounts payable and accrued liabilities $ 1,942,485 $ 1,501,322 Promissory notes payable to related parties 3,390,613 3,091,966 Promissory notes payable 2,163,368 2,163,368 Interest payable to related parties 2,012,267 1,848,079 Interest payable 3,423,742 3,322,070 Lines of credit from related parties 18,924,577 17,956,033 Loan payable to related parties 2,281,254 2,188,515 Total liabilities 34,138,306 32,071,353 Shareholders’ Deficit Ordinary shares 31,285,637 30,912,769 Additional paid-in capital 60,759,273 57,280,320 Accumulated other comprehensive loss – cumulative translation differences (848 ) (844 ) Accumulated deficit (126,136,528 ) (120,108,400 ) Total shareholders’ deficit (34,092,466 ) (31,916,155 ) Total liabilities and shareholders’ deficit $ 45,840 $ 155,198 Basis of presentation, nature of operations and going concern (note 1) Subsequent events (note 11) See accompanying notes to the condensed interim consolid

Financial Statements

Financial Statements For the Six Months Ended June 30, 2024 ($ United States) (Unaudited) 1. Basis of presentation, nature of operations and going concern ALR Technologies SG Ltd. (the “ Company ” or “ ALRT ” or “ ALR Singapore ”) was originally incorporated under the Companies Act of Singapore on May 16, 2020, as a wholly owned subsidiary of ALR Technologies Inc. (“ ALR Nevada ”). Upon completion of the Redomicile Merger (as defined herein), the Company became the parent of ALR Nevada. ALR Nevada was incorporated under the laws of the state of Nevada on March 24, 1987 as Mo Betta Corp. In December 1998, ALR Nevada’s common stock began trading on the Bulletin Board operated by the National Association of Securities Dealers Inc. under the symbol “MBET.” On December 28, 1998, it changed its name from Mo Betta Corp. to ALR Technologies Inc., and its trading symbol was changed to “ALRT.” On June 9, 2021, the Company incorporated a wholly owned subsidiary, Canada Diabetes Solution Centre, Inc. (“ ALR Canada ”), under the Business Corporations Act of Alberta. Pursuant to an Agreement and Plan of Merger and Reorganization, dated May 17, 2022 (the “ Redomicile Merger Agreement ”), by and among ALR Singapore, ALR Nevada and ALRT Delaware, Inc., a Delaware corporation (“ ALR Delaware ”), ALR Delaware, a wholly owned subsidiary of ALR Singapore, merged with and into ALR Nevada, with ALR Nevada continuing as the surviving entity and a wholly owned subsidiary of ALR Singapore (the “ Redomicile Merger ”). On November 7, 2022, the Company completed the Redomicile Merger resulting in ALR Nevada becoming the wholly owned subsidiary of ALR Singapore. The Company has developed its “ Diabetes Solution ”, which is a comprehensive approach to diabetes care for human health consisting of data collection, predictive A1C, insulin dosage

Financial Statements

Financial Statements For the Six Months Ended June 30, 2024 ($ United States) (Unaudited) 1. Basis of presentation, nature of operations and going concern (continued) The Company’s ability to continue as a going concern is dependent upon the continued financial support of its creditors and its ability to obtain financing to fund working capital and overhead requirements, fund the development of the Company’s product line, and ultimately, the Company’s ability to achieve profitable operations and repay overdue obligations. Management has obtained short-term financing from related parties through line of credit facilities with available borrowing in principal up to $15,300,000 (note 11(f)). As of June 30, 2024, the total principal balance outstanding was $14,447,043. The resolution of whether the Company is able to continue as a going concern is dependent upon the realization of management’s plans. There can be no assurance that the Company will be able to raise any additional debt or equity capital from the sources described above or that the lenders in the line of credit arrangements will maintain the availability of borrowing from the line. If management is unsuccessful in obtaining short-term financing or achieving long-term profitable operations, the Company will be required to cease operations. A significant portion of the Company’s debt is either due on demand or is in default, while continuing to accrue interest at its stated rate. The Company will seek to obtain creditors’ consents to delay repayment of the outstanding promissory notes payable and related interest thereto, until it is able to replace this financing with funds generated by operations, recapitalization with replacement debt or from equity financings through private placements. While some of the Company’s creditors have agreed to extend repayment deadlines in the past, there is no assurance that they will continue to do so in the future. In t

Financial Statements

Financial Statements For the Six Months Ended June 30, 2024 ($ United States) (Unaudited) 2. Significant accounting policies These condensed interim consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. These condensed interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements at December 31, 2023 and for the year then ended, as filed in our Annual Report on Form 20-F. In the opinion of the Company’s management, these condensed interim consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, necessary to present fairly the Company’s financial position at June 30, 2024 and the results of its operations for the six months then ended. Operating results for the six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the year to end December 31, 2024. The 2023 year-end balance sheet data was derived from audited consolidated financial statements, but does not include all disclosures required by U.S. GAAP. The preparation of these condensed interim consolidated financial statements is in conformity with U.S. GAAP for interim financial information, which requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of these condensed interim consolidated financial statements, and the reported amounts of revenues and expenses during the period. These judgments, estimates and assumptions are continuously evaluated and are based on management’s experience and knowledge of the relevant facts and circumstances. While management believes the estimates to be reasonable, actual results coul

Financial Statements

Financial Statements For the Six Months Ended June 30, 2024 ($ United States) (Unaudited) 3. Accounts payable and accrued liabilities A summary of the accounts payable and accrued liabilities is as follows: June 30, 2024 December 31, 2023 Accounts payable $ 1,681,539 $ 1,180,132 Accrued liabilities 260,023 318,285 Deferred revenue 923 2,905 $ 1,942,485 $ 1,501,322 4. Interest, advances, promissory notes payable and loan payable a) Promissory notes payable to related parties A summary of activities of promissory notes payable to related parties is as follows: Promissory Notes Payable to Related Parties Carrying Value Balance, December 31, 2022 and December 31, 2023 $ 3,091,966 Advances received 298,647 Balance, June 30, 2024 $ 3,390,613 During the period ended June 30, 2024, the Company received advances totalling $298,647 (SGD$405,000) from Kan Wan Chen Pte. Ltd. (“ KWC ”) (note 11(c)). The advances do not have fixed amounts of interest and do not have a due date. A director and Vice President (“ VP ”) of ALR Singapore is a director and significant shareholder of KWC, therefore KWC is a related party to the Company. A summary of the promissory notes payable to related parties is as follows: Promissory Notes Payable to Related Parties June 30, 2024 December 31, 2023 Promissory notes payable to relatives of directors collateralized by a general security agreement over all the assets of the Company, past maturity: i. Interest at 1% per month $ 720,619 $ 720,619 ii. Interest at 1.25% per month 51,347 51,347 iii. Interest at the U.S. bank prime rate plus 1% 100,000 100,000 iv. Interest at 0.5% per month 695,000 695,000 Advances received from KWC with no fixed amounts of interest and no due date 298,647 — Promissory notes payable, unsecured, to relatives of a director, bearing interest at 1% per month, past maturity 1,525,000 1,525,000 Total Promissory Not

Financial Statements

Financial Statements For the Six Months Ended June 30, 2024 ($ United States) (Unaudited) 4. Interest, advances, promissory notes payable and loan payable (continued) b) Promissory notes payable A summary of activities of promissory notes payable is as follows: Promissory Notes Payable Carrying Value Balance, December 31, 2022, December 31, 2023 and June 30, 2024 $ 2,163,368 A summary of the promissory notes payable is as follows: Promissory Notes Payable June 30, 2024 December 31, 2023 Unsecured promissory notes payable, past maturity: i. Interest at 1% per month $ 1,317,456 $ 1,317,456 ii. Interest at 0.667% per month 425,000 425,000 iii. Interest at 0.625% per month 150,000 150,000 iv. Non-interest-bearing 270,912 270,912 Total Promissory Notes Payable $ 2,163,368 $ 2,163,368 All amounts past maturity continue to accrue interest at their stated rates and are considered due on demand. c) Interest payable A summary of interest payable activity is as follows: Interest Payable Carrying Value Balance, December 31, 2022 $ 4,662,731 Interest incurred on promissory notes payable 531,418 Interest payable retired through issuance of shares (24,000 ) Balance, December 31, 2023 5,170,149 Interest incurred on promissory notes payable 265,860 Balance, June 30, 2024 $ 5,436,009 On March 9, 2023, the Company issued 12,000,000 ordinary shares to four individuals pursuant to the exercise of warrants at a price of $0.002 per share, which were applied against interest payable, for an aggregate $24,000 (note 6(b)(ii)). Interest payable is due as follows: Interest Payable June 30, 2024 December 31, 2023 Interest payable to related parties $ 2,012,267 $ 1,848,079 Interest payable 3,423,742 3,322,070 $ 5,436,009 $ 5,170,149 13 ALR TECHNOLOGIES SG LTD. Notes to Condensed Interim Consolidated

Financial Statements

Financial Statements For the Six Months Ended June 30, 2024 ($ United States) (Unaudited) 4. Interest, advances, promissory notes payable and loan payable (continued) c) Interest payable (continued) The payment terms, security and any interest payable are based on the underlying promissory notes payable that the Company has outstanding. d) Loan payable Initial Agreement On September 6, 2022, ALR Singapore entered into a loan agreement (the “ Loan Agreement ”) with KWC whereby ALR Singapore received advances of SGD$2,500,000 from KWC. The loan was to mature on March 31, 2024. The loan is secured by a general security interest in the assets of the Company. Any principal owing on maturity will be repaid concurrent with an additional 20% loan bonus, in lieu of any interest or other amounts. Prior to maturity, each unit of the GluCurve Pet CGM sold will result in payment, upon receipt of the proceeds of the sale, to KWC as follows (i) $5 payback of principal owing to KWC and (ii) $5 royalty payment representing consideration for borrowing the principal from KWC. ALR Singapore may redeem the principal at any time prior to the launch of the second generation GluCurve Pet CGM. Any principal repaid prior to this launch will not be subject to the royalty payments. The Company assumed the minimum amount payable at maturity would be SGD$3,000,000, which will equal to 120% of the principal amount outstanding of SGD$2,500,000 ($1,779,250). The fair value measured upon recognition of the loan was determined by using a discounted cash flow analysis. To determine the discounted cash flow, the Company had to determine the discount rate to apply to record the loan at fair value at initial recognition. The discount rate selected at initial recognition has a significant impact on the amount recorded for the initial fair value of the loan. Since KWC is a related party, the Company considered the interest rates of similar long-term debt arrangements with

Financial Statements

Financial Statements For the Six Months Ended June 30, 2024 ($ United States) (Unaudited) 4. Interest, advances, promissory notes payable and loan payable (continued) d) Loan payable (continued) The Company determined that the market interest rate on a similar loan would be 18% based on market yield curves. Since the effective interest rate of the loan is below market rates, the Company is deemed to have received a benefit under the Loan Agreement. Using the market rate, the Company estimated the fair value of the loan received to be SGD$2,339,944 ($1,665,338). The difference between the legal liability of SGD$2,500,000 and the carrying value of SGD$2,339,944, totaling SGD$160,056 ($113,912) has been recorded to additional paid-in capital as a shareholder contribution made by KWC during the year ended December 31, 2022. First Amendment On June 20, 2023, the Company and KWC agreed to amend the terms of the KWC Loan Agreement as follows: The loan will mature on September 30, 2024; No repayments are required by the Company until maturity; Interest will accrue at a rate of Singapore prime plus 2% of the principal amount borrowed, effective from January 1, 2023. Interest will be payable on maturity; Upon maturity and repayment of the p

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