Biotech Firm Allarity Cancels Stock Offering Amid Market Uncertainty

Rhea-AI Filing Summary

Allarity Therapeutics has formally requested the withdrawal of its Form S-3 registration statement (File No. 333-281864) filed on August 30, 2024. The company has decided not to proceed with the planned public offering at this time.

Key points from the withdrawal request:

• The registration statement was never declared effective by the SEC
• No securities were issued or sold under this registration
• The company acknowledges no refund will be made for filing fees
• Allarity requests that paid fees be credited to offset future registration statement costs under Rule 457(p)

The withdrawal request, submitted by CEO Thomas H. Jensen on June 24, 2025, is made pursuant to Rule 477 under the Securities Act of 1933. This action indicates a significant shift in the company's capital raising strategy and could impact its near-term financing plans.

Positive

• None.

Negative

• Company withdraws Form S-3 registration statement, indicating cancellation of planned public offering which could limit access to capital markets
• Decision to withdraw registration suggests potential challenges in current market conditions or company-specific issues affecting the planned offering

 

ALLARITY THERAPEUTICS, INC.

123 E TARPON AVE,

TARPON SPRINGS, FL 34689

 

June 24, 2025

 

Via EDGAR Transmission

 

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

100 F Street N.E.

Washington, D.C. 20549

Attention: Tim Buchmiller

 

Re:	Allarity Therapeutics, Inc.
 	Withdrawal of Registration Statement on Form S-3
 	File No. 333-281864

 

Dear Mr. Buchmiller:

 

Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), Allarity Therapeutics, Inc. (the “Company”) hereby respectfully requests that the U.S. Securities and Exchange Commission (the “Commission”) consent to the withdrawal of the Company’s registration statement on Form S-3 (File No. 333-281864), together with the exhibits, which was initially filed with the Commission on August 30, 2024 (the “Registration Statement”), as of the date hereof or at the earliest practicable date hereafter.

 

The Company has determined not to pursue, at this time, the public offering to which the Registration Statement relates. The Registration Statement has not been declared effective by the Commission and no securities have been issued or sold under the Registration Statement. Accordingly, withdrawal of the Registration Statement is consistent with the public interest and the protection of investors, as contemplated by paragraph (a) of Rule 477.

 

The Company acknowledges that no refund will be made for fees paid to the Commission in connection with the filing of the Registration Statement. However, the Company respectfully requests, in accordance with Rule 457(p) under the Securities Act, that all fees paid to the Commission in connection with the filing of the Registration Statement be credited to the Company’s account to be offset against the filing fee for any future registration statement or registration statements.

  

If you have questions regarding this request, please contact the Company’s legal counsel, William N. Haddad of Venable LLP at (212) 503-9812 or Arif Soto of Venable LLP at (212) 503-0874.

 

Very truly yours,		 
 	 	 
ALLARITY THERAPEUTICS, INC.		 
 	 	 
By: 	/s/ Thomas H. Jensen	 
 	Thomas H. Jensen Chief Executive Officer	 

 

cc:	William N. Haddad, Venable LLP
 	Arif Soto, Venable LLP

 

 

 

FAQ

Why did ALLR withdraw its Form S-3 registration statement in June 2025?

ALLR withdrew its Form S-3 registration statement (File No. 333-281864) because the company determined not to pursue the public offering at this time. The registration statement was initially filed on August 30, 2024, had not been declared effective, and no securities were issued or sold under it.

What happens to the fees ALLR paid for the withdrawn S-3 registration?

While ALLR will not receive a refund for fees paid to the SEC for the Form S-3 filing, the company requested that all fees be credited to their account under Rule 457(p) to offset filing fees for future registration statements.

When did ALLR originally file the S-3 registration statement that was withdrawn?

ALLR originally filed the Form S-3 registration statement (File No. 333-281864) with the SEC on August 30, 2024.

Who is the current CEO of ALLR as of the June 2025 filing?

Thomas H. Jensen is the Chief Executive Officer of Allarity Therapeutics, Inc. (ALLR) as evidenced by his signature on the withdrawal request.