Every S-1 that ACTELIS NETWORKS INC (ASNS) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A S-1 covers the registration statement a company files to sell shares publicly, so if you follow ASNS and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ASNS filings page.
Actelis Networks, Inc. has filed a Form S-1 to register up to 15,850,000 shares of common stock for resale by White Lion Capital, LLC. These shares relate to an amended equity line of credit and associated commitment shares and warrants, including 6,000,000 shares the company may sell to White Lion and 9,850,000 shares underlying new commitment securities.
Actelis will not receive proceeds from White Lion’s resale of these shares, but may receive up to $30.0 million from sales of stock to White Lion under the equity line and from warrant exercises. The company notes that issuing and reselling substantial shares could significantly dilute existing holders and pressure the stock price. Actelis’ shares trade on the OTCQB Venture Market under the symbol ASNS after a Nasdaq delisting, and the company is considering another reverse stock split as part of plans to seek relisting.
Actelis Networks, Inc. is conducting a best-efforts primary offering of up to 1,639,344 shares of common stock, each sold with a common warrant, at an assumed combined public offering price of $3.05. Investors that would otherwise exceed 4.99% or 9.99% ownership may buy pre-funded warrants instead of shares, also paired with common warrants, and the company is registering the shares issuable from time to time upon exercise of the pre-funded, common and placement agent warrants.
Before this deal, 1,747,844 shares of common stock were outstanding as of December 9, 2025, and if all shares are sold (with no warrant exercises) that would rise to 3,387,188 shares, meaning substantial dilution to existing holders. At the assumed price and full subscription, Actelis estimates net proceeds of about $4.46 million, to be used for general corporate purposes.
The company highlights recent financings, including a July 2025 private placement of approximately $1 million, a September 2025 warrant inducement that raised about $1.6 million, and a September 2025 private placement of roughly $850,000, as well as an equity line of credit allowing sales of up to $30,000,000 of common stock. Actelis has a history of net losses, with a $5.7 million net loss for the nine months ended September 30, 2025 and an accumulated deficit of $50 million, and recently regained Nasdaq compliance after a 10‑for‑1 reverse split effected on November 18, 2025.
Actelis Networks, Inc. has filed an amended Form S-1 to register up to 10,585,549 shares of common stock for resale by White Lion Capital, LLC. These shares relate to an equity line of credit under a Common Stock Purchase Agreement for up to $30.0 million of potential aggregate gross proceeds, plus a related September 2025 private placement that included common stock and pre-funded warrants. Components of the registered shares include up to 10,000,000 shares that Actelis may sell to White Lion, 234,375 commitment shares, 87,177 PIPE shares, and 263,997 shares issuable upon exercise of pre-funded warrants. Actelis will not receive proceeds from White Lion’s resale of the registered shares, but may receive cash when it sells shares to White Lion under the equity line or upon warrant exercises. As of November 21, 2025, Actelis had 1,747,844 shares of common stock outstanding, and has recently effected a 10-for-1 reverse split to help maintain its Nasdaq Capital Market listing under the symbol “ASNS.”
Actelis Networks (ASNS) filed Amendment No. 2 to its Form S-1 registering up to 14,711,737 shares of common stock for resale by White Lion Capital. The registered shares comprise up to 10,000,000 shares that Actelis may sell to White Lion under an equity line of credit, 1,200,000 commitment shares, 871,766 shares issued in a private placement, and 2,639,971 shares issuable upon exercise of pre-funded warrants.
Actelis is not selling securities in this prospectus and will not receive proceeds from selling stockholder resales. The company may receive up to $30.0 million in aggregate gross proceeds from White Lion over a 36‑month period under the equity line, depending on drawdowns and pricing. The filing notes potential dilution and price impact from issuances and resales, and includes limitations such as a 19.99% Exchange Cap and beneficial ownership limits of 4.99% (or 9.99% at holder election).
Nasdaq granted an extension through December 5, 2025 to regain the $1.00 bid price, and a special shareholder meeting is scheduled for November 7, 2025 to consider a reverse split. Shares outstanding were 17,477,860 as of November 4, 2025; this is a baseline figure, not the amount being offered.
Actelis Networks (ASNS) filed Amendment No. 1 to its Form S-1, solely to include Rule 473(b) language providing for automatic effectiveness 20 days after filing. The amendment does not modify the prospectus, and a preliminary prospectus is omitted.
The company will bear offering costs, with an expense table totaling $23,778.77 (SEC fee $778.77; printing $2,000; accounting $6,000; legal $15,000). The filing restates standard Delaware indemnification provisions for directors and officers.
Item 15 summarizes recent unregistered financing activity, including: a May 2023 private placement (~$3.5 million), a December 2023 placement (~$1.5 million), June and July 2024 warrant inducements (~$3.0 million and ~$2.25 million), a July 2025 private placement (~$1 million), a September 2025 warrant exercise (~$1.6 million), an equity line of credit for up to $30,000,000, and a September 2025 PIPE (~$850,000).
Actelis Networks, Inc. (ASNS) filed a Registration Statement on Form S-1 seeking to register resale of common stock held by a selling stockholder and to register shares issuable under related financing agreements. The prospectus discloses up to $30.0 million of potential gross proceeds available from White Lion Capital under an equity line (the ELOC Purchase Agreement), subject to the company’s discretion, exchange rules and a 4.99% beneficial ownership cap. The filing identifies up to 10,000,000 shares that could be sold to White Lion, 1,200,000 commitment shares, 871,766 PIPE shares and 3,128,234 shares issuable on exercise of pre-funded warrants.
The prospectus clarifies the company is not selling securities here and will not receive proceeds from secondary sales by the selling stockholder. It lists governance provisions that may deter takeover attempts (classified board, no cumulative voting, exclusive Delaware forum) and discloses typical risk factors including history of losses, need for capital, Nasdaq compliance risk, potential impacts from geopolitical events in Israel, and going-concern considerations. The document incorporates multiple prior filings and exhibits and includes estimated registration expenses.