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BioStem Technologies, Inc. (BSEM) Form S-1 — Oct 2, 2026

$BSEMForm S-1Filed Oct 2, 2026, 5:26 PM ET0001213900-26-106555Original filing

BioStem Technologies filed an S-1 registering the resale of up to 2,224,270 shares by selling stockholders, tied to a September 29, 2026 private placement of 735,296 shares at $4.08 per share plus Series A and Series B warrants (exercise price $3.83) and 18,382 placement agent warrants at $6.12. The company receives no proceeds from the resale, only potential cash from future warrant exercises. The prospectus discloses substantial doubt about BioStem's ability to continue as a going concern, citing its accumulated deficit, expected ongoing losses, and the unpaid $10.0 million BioTissue Clearance Payment that was due September 15, 2026.

Key figures

Shares Offered
2224270
Shares Outstanding
18672125
Net loss fy2025
$6.6 million
Cef facility size
$40,000,000
Cef commitment fee
$400,000
Accumulated deficit
$21.2 million
Clearance payment owed
$10.0 million
Closing price oct 1 2026
3.07
May 2026 placement price
3.35
Common warrant exercise price
3.83
Placement agent warrant shares
18382
May 2026 placement gross proceeds
$2.5 million
Private placement price per share
4.08
Pro forma revenue six months 2026
15521105
Shares underlying series a warrants
735296
Shares underlying series b warrants
735296
Placement agent warrant exercise price
6.12

AI analysis

Red flags9 · Pro

The rest of the AI analysis, red flags and sentiment are part of Signal8 Pro.

AI-generated analysis of a public disclosure. Not investment advice; verify against the original document.

    BioStem Technologies, Inc. (BSEM) Form S-1 — Oct 2, 2026: AI Analysis | Signal8