Digital Ally Files S-1 Registration Statement

TL;DR

Digital Ally just filed an S-1, looks like they're raising capital.

AI Summary

Digital Ally, Inc. filed an S-1 registration statement with the SEC on July 24, 2024. The company, incorporated in Nevada, is seeking to register securities under the Securities Act of 1933. Its principal executive offices are located at 14001 Marshall Drive, Lenexa, KS 66215.

Why It Matters

This S-1 filing indicates Digital Ally, Inc. is preparing to offer new securities to the public, which could impact its capital structure and shareholder base.

Risk Assessment

Risk Level: medium — S-1 filings often precede significant corporate actions like stock offerings, which carry inherent market and financial risks.

Key Numbers

• 333-280994 — SEC File Number (Identifies this specific registration filing)
• 0001342958 — Central Index Key (Unique identifier for Digital Ally, Inc. in SEC filings)

Key Players & Entities

• Digital Ally, Inc. (company) — Registrant
• 14001 Marshall Drive, Lenexa, KS 66215 (location) — Principal Executive Offices
• July 24, 2024 (date) — Filing Date
• Nevada (jurisdiction) — State of Incorporation
• Stanton E. Ross (person) — Chief Executive Officer
• Sullivan & Worcester LLP (company) — Legal Counsel

FAQ

Key Financial Figures

• $0.0001 — res”), of common stock, par value $0.0001 per share (“common stock”),
• $2.11 — rted sale price of our common stock was $2.11 per share. There is no established mark
• $700 million — ock held by non-affiliates is less than $700 million and our annual revenue was less than $1
• $100 million — on and our annual revenue was less than $100 million during our most recently completed fisc
• $250 million — ock held by non-affiliates is less than $250 million measured on the last business day of ou
• $2.9 m — gregate gross proceeds of approximately $2.9 million, before deducting fees to the pla
• $2.51 — uo;Units”) at a purchase price of $2.51 per unit (less $0.0001 per pre-funded u
• $0.502 — Base Share Price shall not be less than $0.502 per share of common stock (the “F
• $0.001 — ined, have an initial exercise price of $0.001 per share of common stock and will not

Filing Documents

• forms-1.htm (S-1) — 788KB
• ex5-1.htm (EX-5.1) — 16KB
• ex23-1.htm (EX-23.1) — 4KB
• ex107.htm (EX-FILING FEES) — 59KB
• ex5-1_001.jpg (GRAPHIC) — 16KB
• ex5-1_002.jpg (GRAPHIC) — 5KB
• forms-1_001.jpg (GRAPHIC) — 12KB
• 0001493152-24-028969.txt ( ) — 912KB

From the Filing

filed with the U.S. Securities and Exchange Commission July 24, 2024 Registration No. 333- UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION UNDER THE SECURITIES ACT OF 1933 DIGITAL ALLY, INC. (Exact name of registrant as specified in its charter) Nevada 3663 20-0064269 (State or other jurisdiction of incorporation or organization) (Primary (I.R.S. Employer Identification Number) Digital Ally, Inc. 14001 Marshall Drive Lenexa, KS 66215 (913) 841-7774 (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices) Stanton E. Ross Chief Executive Officer Digital Ally, Inc. 14001 Marshall Drive Lenexa, KS 66215 (913) 841-7774 (Name, address including zip code, and telephone number, including area code, of agent for service) With copies to: David E. Danovitch, Esq. Joseph E. Segilia, Esq. Aaron M. Schleicher, Esq. Sullivan & Worcester LLP 1251 Avenue of the Americas New York, NY 10020 (212) 660-3060 Approximate date of commencement of proposed sale to the public: From time to time 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. 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 Securities 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 said Section 8(a), may determine. The information in this prospectus is not complete and may be changed. These securities may not be sold until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted. PRELIMINARY PROSPECTUS DATED JULY 24, 2024 Digital Ally, Inc. Up to 11,952,191 Shares of Common Stock This prospectus relates to the offer and resale by the selling stockholders (the “Selling Stockholders”) identified herein of up to an aggregate of 11,952,191 shares (the “Shares”), of common stock, par value $0.0001 per share (“common stock”), of Digital Ally, Inc. (the “Company”, “we”, “us” or “our”), which consists of (i) 622,211 shares of common stock issued pursuant to that certain Securities Purchase Agreement, dated June 24, 2024, by and between the Company and the Selling Stockholders (such agreement, the “Purchase Agreement”), (ii) 573,008 shares of common stock issuable upon the exercise of the pre-funded warrants issued pursuant to the Purchase Agreement (the “Pre-Funded Warrants”), (iii) up to 5,976,095 shares of common stock issuable upon the exercise of the Series A Warrants issued pursuant to the Purchase Agreement (the “Series A Warrants”), and (iv) up to 4,780,877 shares of common stock issuable upon the e

View Full Filing

View this S-1 filing on SEC EDGAR