Kraig Biocraft Labs Files S-1/A Amendment

TL;DR

KRAIG BIOCRAFT LABS (KBLG) filed an S-1/A amendment, moving closer to a public offering.

AI Summary

Kraig Biocraft Laboratories, Inc. filed a Pre-Effective Amendment No. 2 to its Form S-1 Registration Statement on February 14, 2025. This filing, with registration number 333-284773, pertains to the company's securities. The company is incorporated in Wyoming and its principal executive offices are located in Ann Arbor, Michigan.

Why It Matters

This S-1/A filing indicates Kraig Biocraft Laboratories is moving forward with its registration of securities, a necessary step before they can be offered to the public.

Risk Assessment

Risk Level: medium — S-1/A filings are part of the process for companies to go public or issue new securities, which inherently carries risks related to market reception and company performance.

Key Numbers

• 333-284773 — SEC File Number (Identifies this specific registration statement)
• 20250214 — Filing Date (Date the amendment was submitted to the SEC)

Key Players & Entities

• Kraig Biocraft Laboratories, Inc. (company) — Registrant
• 333-284773 (dollar_amount) — SEC File Number
• February 14, 2025 (date) — Filing Date
• Wyoming (company) — State of Incorporation
• Ann Arbor, Michigan (company) — Principal Executive Offices Location
• Kim Thompson (person) — CEO
• Louis Taubman (person) — Agent for Service

FAQ

Key Financial Figures

• $88,783 — shares of Common Stock in exchange for $88,783.68, per the terms of a cash stock warra
• $4,000,000 — ;) in the aggregate principal amount of $4,000,000 (the “2021 Convertible Debentures
• $500,000 — ture”) in the principal amount of $500,000 shall be issued within 1 business day f
• $3,000,000 — ures”) in the principal amount of $3,000,000 shall be issued within 1 business day f
• $0.25 — years and was initially exercisable at $0.25 per share, subject to adjustment and ca
• $4,250,000 — mon Stock in exchange for conversion of $4,250,000 of principal balance on a convertible d
• $211,930 — balance on a convertible debenture and $211,930 of accrued interest. On May 4, 2021,
• $88,784 — the exercise of 1,479,728 warrants for $88,784. On September 3, 2021, the Company is
• $242,100 — services rendered, with a fair value of $242,100 ($0.0807/share) on the date of grant.
• $0.0807 — endered, with a fair value of $242,100 ($0.0807/share) on the date of grant. On Janua
• $1,500,000 — ture”) in the principal amount of $1,500,000 shall be issued upon signing the Securi
• $8 million — ber 2020 and March 2021, account for an $8 million total Yorkville investment; as of the d
• $0.12 — Stock, at an initial exercise price of $0.12 per share and a warrant to purchase 4,2
• $0.14 — Stock, at an initial exercise price of $0.14 per share. The warrants have a term of
• $10,000 — Yorkville Transaction, the Company paid $10,000 to an affiliate of Yorkville, for due d

Filing Documents

• forms-1a.htm (S-1/A) — 152KB
• ex5-1.htm (EX-5.1) — 22KB
• 0001493152-25-006667.txt ( ) — 174KB

From the Filing

submitted to the Securities and Exchange Commission on February 14, 2025 Registration No. 333-284773 UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Pre-Effective Amendment No. 2 to FORM S-1 REGISTRATION UNDER THE SECURITIES ACT OF 1933 KRAIG BIOCRAFT LABORATORIES, INC. (Exact name of registrant as specified in its charter) Wyoming 7372 83-0459707 (State or other jurisdiction of incorporation or organization) (Primary (I.R.S. Employer Identification Number) 2723 South State St. Suite 150 Ann Arbor, Michigan 48104 Tel. (734) 619-8066 (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices) Kim Thompson, CEO Kraig Biocraft Laboratories, Inc. 2723 South State St., Suite 150, Ann Arbor, Michigan 48104 (734) 619-8066 (Name, address, including zip code, and telephone number, including area code, of agent for service) With a Copy to: Louis Taubman, Esq. Hunter Taubman Fischer & Li LLC 950 Third Avenue, 19th Floor New York, New York 10022 (212) 530-2210 Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this registration statement. If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box: If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer Accelerated reporting company Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Exchange Act. The Registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, as amended, or until the registration statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to such Section 8(a), may determine. EXPLANATORY NOTE This Pre-Effective Amendment No. 2 (the “PosAm No. 2”) to the Registration Statement on Form S-1 (File No. 333-284773), initially filed on February 7, 2025, is being filed as an exhibits-only filing. Accordingly, this amendment consists only of the facing page, this explanatory note, Item 16(a) of Part II of the Registration Statement, the signature page to the Registration Statement and the filed exhibits. The remainder of the Registration Statement is unchanged and has therefore been omitted. No additional securities are being registered under this PreAm No. 2. All applicable registration fees were previously paid. PART II Information Not Required in Prospectus Item 13. Other Expenses of Issuance and Distribution. The following is an estimate of the expenses (all of which are to be paid by the registrant) that we may incur in connection with the securities being registered hereby. Amount SEC registration fee $ 1,531.00 FINRA filing fee * Legal fees and expenses * Accounting fees and expenses * Miscellaneous * Total $ * *To be provided by amendment. We will bear all costs, expenses, and fees in connection with the registration of the securities, including with regard to compliance with state securities or “blue sky” laws. All amounts are estimates except the SEC registration fee. Item 14. Indemnification of Directors and Officers. Pursuant to the Registrant’s Articles of Incor

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