IPO - IR-Med, Inc.
Form Type: S-1/A
Filing Date: 2025-05-22
Corporate Action: Ipo
Type: Update
Accession Number: 000164117225012069
Filing Summary: IR-Med, Inc. filed Amendment No. 2 to its Registration Statement on Form S-1 specifically to amend Item 16 of Part II and to file certain exhibits. The amendment includes only the amended sections and filed exhibits, as the rest of the Registration Statement remains unchanged. The anticipated date for public sale of the offered securities is set for soon after the effective date of this registration statement. IR-Med, Inc. is classified as a smaller reporting company and is identified as an emerging growth company. This filing is part of a process to move toward a public offering, indicating progress in their registration process with the SEC.
Additional details:
Item Number: 2.1
Description: Stock Exchange Agreement dated December 24, 2021
Item Number: 3.1
Description: Amended and Restated Articles of Incorporation
Item Number: 3.2
Description: Certificate of Amendment filed on June 6, 2024
Item Number: 10.30
Description: Equity Purchase Agreement dated March 11, 2025
Item Number: 10.31
Description: Registration Rights Agreement dated March 11, 2025
Item Number: 23.1
Description: Consent of KPMG
Form Type: S-1/A
Filing Date: 2025-05-21
Corporate Action: Ipo
Type: Update
Accession Number: 000164117225011913
Filing Summary: On May 21, 2025, IR-Med, Inc. filed an S-1/A registration statement for the resale of up to 80,000,000 shares of its common stock by Williamsburg Venture Holdings, LLC. This filing is to satisfy registration rights granted under an equity purchase agreement dated March 11, 2025. The shares are being registered in connection with ongoing efforts to facilitate liquidity for the selling stockholder. The company elaborates on its two main products, PressureSafe™ and DiaSafe™, highlighting their developmental status, applications in healthcare, and the partnership with the Israeli Innovation Authority, which has also provided funding for ongoing projects. The filing indicates that as of May 20, 2025, the last reported sale price of the common stock was $0.12 per share, and emphasizes the high risks related to the investment in their shares. IR-Med is classified as an emerging growth company and is subject to reduced reporting requirements.
Additional details:
Address: ZHR Industrial Zone Rosh Pina, Israel, 1231400
Principal Executive Office: Nevada Agency and Transfer Company 50 West Liberty Street, Suite 880 Reno, Nevada 89501
Selling Stockholder: Williamsburg Venture Holdings, LLC
Shares Registered: 80,000,000
Common Stock Price: 0.12
Investor Risk: high degree of risk
Emerging Growth Company: true
Form Type: S-1
Filing Date: 2025-05-13
Corporate Action: Ipo
Type: New
Accession Number: 000164117225009962
Filing Summary: IR-Med, Inc. has filed a registration statement on Form S-1 for the proposed sale of up to 80,000,000 shares of common stock, $0.001 par value per share. The registration aims to fulfill registration rights granted to Williamsburg Venture Holdings, LLC, the selling stockholder. The expected resale of these shares aims to begin as soon as practicable following the effective date of the registration statement. The offering will not generate proceeds for the company, as all net proceeds will go to the selling stockholder. As of May 12, 2025, IR-Med's common stock trades on the OTCQB Market under the symbol 'IRME' with a reported price of $0.0817 per share. The company's public float consists of approximately 43,769,375 shares, with the number of shares being registered exceeding the public float by about 182%. The prospectus includes sections addressing risk factors, use of proceeds, and plan of distribution, among others. IR-Med’s business is centered on developing advanced point-of-care decision support devices using cutting-edge infrared spectroscopy and AI technology, particularly targeting conditions like pressure injuries and diabetic foot ulcers. The company received FDA listing certification for its first device, PressureSafe™, on April 9, 2024, and anticipates initial sales during the latter half of 2025. Additionally, the Israeli Innovation Authority has awarded the company grants to support further development of its innovative devices, highlighting the company's ongoing commitment to advancing healthcare solutions.
Additional details:
Company Name: IR-Med, Inc.
Address: ZHR Industrial Zone Rosh Pina, Israel, 1231400
Agent For Service Address: Nevada Agency and Transfer Company 50 West Liberty Street, Suite 880 Reno, Nevada 89501
Shares Registered: 80,000,000
Selling Stockholder: Williamsburg Venture Holdings, LLC
Trading Symbol: IRME
Last Reported Sale Price: $0.0817
Public Float: 43,769,375
Product 1 Name: PressureSafe™
Product 1 Fda Listing Date: 2024-04-09
Planned Product Sales Date: 2025-2H
Company Incorporation Date: 2007-04
Parent Company Name: IR. Med Ltd.
Sponsor Organization: Israeli Innovation Authority
Grant Amount: NIS 4,603,938 (approximately $1,222,786)
Grant Date: 2024-01-25
Royalty Rate: 3%-5%
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