0002038439

IPO filing research

VisionWave Holdings, Inc.

Services-Prepackaged Software · VWAV

follow-on filed Nasdaq S-1

VisionWave Holdings, Inc. IPO research page with SEC filing history, offering status, deal terms, structured filing extracts, company news, and comparable IPO context. Latest filing: S-1 on 2026-04-16. Current deal snapshot: exchange Nasdaq.

Filing Timeline

SEC EDGAR

S-1 filed

Initial registration statement

Initial public filing submitted to start the SEC review process.

First tracked pre-IPO filing for this issuer.

VisionWave Holdings, Inc. filed an S-1 registration statement for an IPO, following a previous 424B3 filing. The company is advancing its strategic acquisition of a controlling interest in C.M. Composite Materials Ltd., an Israeli firm, through a Share Purchase Agreement and a $5M loan facility. The acquisition involves issuing 250,000 shares of VisionWave stock and securing the Target Company's assets. The offering includes updates to prior disclosures, with a focus on the acquisition's financial and operational integration.

2026-04-16 · 0001731122-26-000589

424B3 priced

Final prospectus

Final prospectus filed near launch with final deal terms.

Follows S-4/A and confirms the priced prospectus.

10,200,000 shares

Common Stock · Selling stockholders only · Use of proceeds To fund the Commitment under the Loan Agreement

VisionWave Holdings, Inc. updated its prospectus to include details of a strategic acquisition of a 51% controlling interest in C.M. Composite Materials Ltd., an Israeli company, via a Share Purchase Agreement and a Loan Agreement. The transaction involves issuing 250,000 shares of VisionWave common stock to the seller and providing a $5 million secured loan facility to the target company. The prospectus supplement also clarifies the offering terms for up to 10,200,000 shares of common stock by the selling stockholder, with no direct proceeds to VisionWave but potential use of funds for the loan commitment.

2026-02-24 · 0001731122-26-000298

EFFECT effective

SEC effectiveness notice

SEC declared the registration statement effective, allowing the offering to proceed.

Follows S-1/A and marks the registration effective.

VisionWave Holdings, Inc. has received effectiveness for its S-1 registration statement, enabling the resale of up to 10,200,000 shares of common stock. The filing outlines a Standby Equity Purchase Agreement (SEPA) with YA II PN, LTD., allowing the company to sell up to $50 million in shares under specific conditions. The SEPA includes convertible notes, conversion terms, and risk management provisions, with amendments to address regulatory compliance and investor protections.

2026-02-17 · 9999999995-26-000596

424B3 priced

Final prospectus

Final prospectus filed near launch with final deal terms.

Follows S-4/A and confirms the priced prospectus.

10,200,000 shares

Common Stock · Exchange Nasdaq · Ticker VWAV · Selling stockholders only · Use of proceeds selling stockholders with no issuer proceeds · Flags cayman_holding_company · Underwriters YA II PN, LTD.

VisionWave Holdings, Inc. is offering up to 10,200,000 shares of common stock through a selling stockholder, YA II PN, LTD., under a Standby Equity Purchase Agreement (SEPA). The offering includes a $50 million right to sell shares to YA II, with terms outlined in the SEPA and its amendment. The prospectus details the structure of the offering, including convertible notes, conversion pricing, and underwriting discounts. The filing also highlights the company's reliance on SEC registration and compliance with Rule 144 for resales.

2026-02-17 · 0001731122-26-000259

S-1/A amended

Amended registration statement

Updated registration statement filed after SEC comments or deal changes.

Updates the prior S-1/A filing.

10,200,000 shares

Common Stock · Exchange Nasdaq · Selling stockholders only · Use of proceeds selling stockholders with no issuer proceeds

VisionWave Holdings, Inc. filed an S-1/A amendment to its registration statement for the proposed public offering of up to 10,200,000 shares of common stock. The offering involves YA II PN, LTD. (the Selling Stockholder) under a Standby Equity Purchase Agreement (SEPA), including $5.0 million in convertible promissory notes and 200,000 commitment shares. The amendment (Amendment No. 1) modifies terms related to investor rights, amortization events, and funding obligations under the SEPA.

2026-01-23 · 0001731122-26-000110

S-1/A amended

Amended registration statement

Updated registration statement filed after SEC comments or deal changes.

Updates the prior S-1 filing.

10,200,000 shares

Common Stock, par value $0.01 per share · Exchange NASDAQ · Selling stockholders only · Use of proceeds Proceeds to selling stockholder, no proceeds to issuer · Flags cayman_holding_company

VisionWave Holdings, Inc. is conducting an amended IPO filing (S-1/A) to offer up to 10,200,000 shares of common stock, including 10,000,000 shares under a Standby Equity Purchase Agreement (SEPA) with YA II PN, LTD. The offering includes convertible notes, share purchase terms tied to volume-weighted average prices (VWAP), and specific conditions for conversions, defaults, and amortization. The filing emphasizes the company's financial structure, regulatory compliance, and risk factors related to market volatility and ownership limits.

2025-11-13 · 0001731122-25-001521

S-1 filed

Initial registration statement

Initial public filing submitted to start the SEC review process.

Follows 8-A12B in the pre-IPO sequence.

10,200,000 shares

Common Stock, par value $0.01 per share · Exchange Nasdaq · Selling stockholders only · Use of proceeds Proceeds from the offering will be used for general corporate purposes. · Flags cayman_holding_company

VisionWave Holdings, Inc. is registering 10,200,000 shares of common stock under Form S-1, primarily through a Standby Equity Purchase Agreement (SEPA) with YA II PN, Ltd. The offering includes up to $50 million in shares, with a $5 million Pre-Paid Advance and convertible notes convertible into common stock at a discount. YA II acts as an underwriter for the offering, and the company may issue shares under the SEPA subject to market conditions and regulatory approvals. The filing outlines terms for share purchases, conversion rights, and commitment fees.

2025-08-29 · 0001731122-25-001188

CERT inactive

CERT

Pre-IPO filing captured from the SEC submission timeline.

Follows S-4/A in the pre-IPO sequence.

VisionWave Holdings, Inc. filed a CERT form on 2025-07-11, following a previous 8-A12B filing. The current filing likely relates to securities registration, though details are obscured by encoded text. The prior 8-A12B outlined registration of common stock and warrants, including terms like voting rights, dividend preferences, and warrant redemption conditions. The CERT form may reflect updates or additional disclosures, but specific changes are unclear due to limited readable content.

2025-07-11 · 0001354457-25-000644

8-A12B effective

Exchange Act registration

Registration filed to list the securities under the Exchange Act ahead of trading.

Follows EFFECT and registers the class of securities for exchange listing.

VisionWave Holdings, Inc. is registering its common stock and public warrants to purchase common stock on The Nasdaq Stock Market LLC. The filing details the terms of the common stock, including voting rights, dividend entitlements, and liquidation preferences, as well as the structure of public warrants, which allow holders to purchase shares at $11.50 per warrant, subject to adjustments. The company also outlines the board's authority to issue preferred stock, which could impact existing shareholders.

2025-07-10 · 0001731122-25-000954

424B3 priced

Final prospectus

Final prospectus filed near launch with final deal terms.

Follows S-4 and confirms the priced prospectus.

14,354,266 shares

common_stock · Exchange Nasdaq · Ticker BNIX · one share of Common Stock and one public warrant (Public Warrant) and a right to purchase one-tenth (1/10) of one share of common stock · warrants to purchase 7,306,000 shares of common stock · Use of proceeds to complete the business combination and related transactions

VisionWave Holdings, Inc. filed a 424B3 registration statement detailing the business combination between Bannix Acquisition Corp. and VisionWave, including stock conversions, ownership structure post-merger, and extensions to the deadline for completing the transaction. The filing outlines the merger terms, Nasdaq suspension consequences, and the impact on public shareholders, sponsors, and insiders. It also highlights the Sponsor's conflicts of interest and potential dilution from warrants and private placements.

2025-05-09 · 0001731122-25-000700

EFFECT effective

SEC effectiveness notice

SEC declared the registration statement effective, allowing the offering to proceed.

Follows DRS/A and marks the registration effective.

VisionWave Holdings, Inc. filed a Form S-4 registration statement, confirming the effectiveness of its merger with Bannix Acquisition Corp. and VisionWave Technologies, Inc. The transaction involves the conversion of Bannix shares into VisionWave stock and the merger of Target into VisionWave, subject to regulatory and stockholder approvals. The deal is expected to close in Q1 2025, with public stockholders acquiring ~7% of VisionWave post-merger.

2025-05-05 · 9999999995-25-001417

S-4/A amended

S-4/A

Pre-IPO filing captured from the SEC submission timeline.

Updates the prior DRS/A filing.

14,354,266 shares

Common Stock · Exchange OTC Pink · Ticker BNIX · 7,306,000 warrants to purchase 7,306,000 shares of common stock · Use of proceeds To facilitate the merger and business combination · Flags warrants

VisionWave Holdings, Inc. filed an S-4/A registration statement for a business combination involving Bannix Acquisition Corp. and VisionWave Technologies, Inc. The filing outlines the merger structure, share conversions, and regulatory milestones. Key updates include extending the deadline for the business combination to May 14, 2025, and addressing Nasdaq trading suspension due to compliance issues. The transaction remains conditional on shareholder approvals, regulatory clearances, and listing requirements.

2025-04-18 · 0001731122-25-000587

S-4/A amended

S-4/A

Pre-IPO filing captured from the SEC submission timeline.

Updates the prior DRS/A filing.

14,354,266 shares

common stock · Exchange Nasdaq · Ticker BNIX · 7,306,000 warrants to purchase 7,306,000 shares of common stock · Use of proceeds for the business combination and related transactions

VisionWave Holdings, Inc. filed an S-4/A amendment to its registration statement for a business combination with Bannix Acquisition Corp. and VisionWave Technologies, Inc. The merger involves Bannix becoming a subsidiary of VisionWave, with share conversions and regulatory approvals pending. The filing highlights extensions to the deadline for completing the deal, a Nasdaq suspension leading to OTC Pink trading, and details on post-merger ownership structures.

2025-04-07 · 0001731122-25-000546

S-4/A amended

S-4/A

Pre-IPO filing captured from the SEC submission timeline.

Updates the prior DRS/A filing.

14,354,266 shares

common stock · Exchange OTC Pink · Ticker BNIX · 7,306,000 warrants to purchase 7,306,000 shares of common stock · Use of proceeds for the business combination and related transactions

VisionWave Holdings, Inc. filed an S-4/A amendment to its registration statement for a business combination involving Bannix Acquisition Corp. The filing outlines the merger agreement, share conversions, and updates to the timeline for completing the transaction. Key developments include extending the deadline for the business combination to April 14, 2025, the suspension of Nasdaq trading due to non-compliance with listing requirements, and adjustments to share ownership structures post-merger. The filing also highlights the need for shareholder approvals and the conversion of Bannix securities into VisionWave equity.

2025-03-21 · 0001731122-25-000420

S-4/A amended

S-4/A

Pre-IPO filing captured from the SEC submission timeline.

Updates the prior DRS filing.

14,579,348 shares

common stock · 7,306,000 warrants to purchase shares of VisionWave Common Stock · Use of proceeds To facilitate the business combination with VisionWave Technologies, Inc.

VisionWave Holdings, Inc. filed an S-4/A amendment to its registration statement for a business combination involving Bannix Acquisition Corp. The amendment extends the deadline for completing the merger to June 14, 2025, following a proxy statement filed on February 21, 2025. The transaction involves merging Bannix with VisionWave, with VisionWave acquiring Target. The filing outlines share conversions, ownership structures post-merger, and conditions for closing, including regulatory approvals and stockholder votes.

2025-02-27 · 0001731122-25-000306

S-4 filed

S-4

Pre-IPO filing captured from the SEC submission timeline.

First tracked pre-IPO filing for this issuer.

14,579,348 shares

common · 7,306,000 warrants to purchase 7,306,000 shares of common stock · Selling stockholders only · Use of proceeds for the merger and related transactions

VisionWave Holdings, Inc. filed an S-4 registration statement to effect a business combination involving the merger of Bannix Acquisition Corp. with VisionWave Technologies, Inc. The transaction will result in VisionWave becoming a wholly owned subsidiary of VisionWave Holdings, Inc., with share conversions and ownership restructurings. The filing outlines the merger terms, including the conversion of Bannix and Target securities into VisionWave shares, shareholder approvals, and listing requirements on Nasdaq.

2025-01-24 · 0001731122-25-000122

DRS/A amended

Amended draft registration statement

Updated draft registration filed before the public launch.

Updates the prior DRS/A filing.

VisionWave Holdings, Inc. filed a Form S-4 registration statement for a business combination involving Bannix Acquisition Corp. and VisionWave Technologies, Inc. The merger will convert Bannix shares into VisionWave stock, with the transaction expected to close in Q1 2025 pending shareholder and regulatory approvals. The filing includes details on share conversions, warrant exchanges, and a Nasdaq listing condition. The Sponsor and directors have conflicts of interest tied to the deal.

2024-12-30 · 0001731122-24-002052

DRS/A amended

Amended draft registration statement

Updated draft registration filed before the public launch.

Updates the prior DRS/A filing.

VisionWave Holdings, Inc. filed a DRS/A registration statement for a business combination involving Bannix Acquisition Corp. and VisionWave Technologies, Inc. The merger is expected to close in Q1 2025, contingent on shareholder approvals, regulatory clearances, and Nasdaq listing conditions. The transaction involves converting Bannix shares into VisionWave stock, with ownership stakes detailed for public stockholders, the Sponsor, and former Target shareholders.

2024-12-04 · 0001731122-24-001917

DRS/A amended

Amended draft registration statement

Updated draft registration filed before the public launch.

Updates the prior DRS filing.

VisionWave Holdings, Inc. filed an amended registration statement (DRS/A) for a business combination involving the merger of Bannix Acquisition Corp. with VisionWave Technologies, Inc. The transaction, expected to close in Q1 2025, involves share conversions, stockholder approvals, and Nasdaq listing conditions. The filing outlines the merger structure, post-combination ownership stakes, and details about the Special Meeting for stockholder votes.

2024-10-16 · 0001731122-24-001604

DRS filed

Draft registration statement

Draft registration filed confidentially before the public launch.

First tracked pre-IPO filing for this issuer.

VisionWave Holdings, Inc. is preparing for a business combination through a merger with Bannix Acquisition Corp. and VisionWave Technologies, Inc., involving the conversion of shares, warrants, and rights into VisionWave securities. The transaction requires shareholder approvals, regulatory clearances, and Nasdaq listing approval. The merger is expected to close in Q1 2025, with post-combination ownership structured among public stockholders, the sponsor, and former Target shareholders.

2024-10-01 · 0001731122-24-001516