Gelteq (GELS) Registration filing summary

Offering details and pricing

• 1,300,000 ordinary shares are being offered, with an option for underwriters to purchase up to 195,000 additional shares to cover over-allotments.

• The Benchmark Company, LLC is the lead underwriter, receiving a 7% underwriting discount and warrants to purchase 7% of the total shares sold, exercisable at 125% of the IPO price for five years, starting six months after the IPO.

• The company will pay up to $125,000 in offering expenses and a 1% non-accountable expense allowance to the underwriter.

• All shares are to be listed on Nasdaq, and the company has agreed to a 6-month lock-up period for itself and key shareholders.

Underwriters and syndicate

• The Benchmark Company, LLC is the sole book-running manager and representative of the underwriters.

• Underwriters receive warrants and have rights to participate in future financings for 12 months post-IPO.

Risk factors and disclosures

• Indemnification for directors and officers is limited by Australian law and SEC policy; certain liabilities cannot be indemnified.

• The company is not aware of any material adverse changes or undisclosed liabilities since the last audited financials.

• The company is not subject to any material litigation or regulatory actions.

• Compliance with Sarbanes-Oxley and internal controls is affirmed.