Dilution profile // every instrument, one screen, from SEC filings

Aspire Biopharma Holdings, Inc. (ASBP)

CIK 1847345 · all EDGAR filings →

Overall dilution risk
HIGHworst of 4 computed signals (offering ability)
= the worst band among the computed sub-ratings, no hidden weighting
Offering ability
HIGH$279M registered
= total registered offering amount from the fee exhibits of live registrations (bands: $1M / $20M)
registered capacity, not remaining: amounts already taken down are not subtracted yet
Overhead supply
HIGHwarrants = 3397% of O/S
= warrant shares outstanding divided by current shares outstanding (bands: 20% / 50%)
warrants only; converts, ATMs and equity lines are not in free structured data, so the true overhead is AT LEAST this
Historical dilution
LOW-97% O/S in 3y
= share count now vs 3 years ago (bands: 30% / 100%); a reverse split pushes this negative
a reverse-split-sized cliff is in this window; read the chart
Cash need
MEDIUM~14.3 months of runway
= cash vs trailing operating burn (bands: 6mo / 24mo; positive operating CF = low)
the company itself flagged going-concern doubt

Same rating bands the category standard uses, but free, with the formula on the chip and the gaps in the data said out loud.

Shares outstanding over time

2025-04-072026-05-13

Latest: 1.3M shares as of May 13, 2026 (10-Q). Share count fell from 107.5M to 5.0M between Nov 12, 2025 and Mar 27, 2026, a pattern consistent with a reverse split (roughly 1-for-21); simultaneous issuance can skew the raw ratio, so confirm in the filings. The red bar marks the cliff.

Cash runway

Going-concern warning

auditor flagged substantial doubt

The company itself flagged going-concern doubt in a filing.

Full breakdown: cash runway tool

Warrants

TrancheWarrantsExercise priceTermNotes
Public Warrants11,999$4600.1y
Private Placement Warrants8,199$460

Tranches exactly as the company dimensioned them in its 10-Q filed May 15, 2026. Groupings can overlap (a “Series E and F” row is not additive with a “Series E” row), so do not sum this column. A tranche the filer did not tag is absent here, not absent from the cap table. DOWN-ROUND = the filer tagged price-protection accounting scoped to that tranche.

Warrants outstanding: 44.0M underlying shares, as reported Dec 31, 2024 (10-Q).

Reported exercise price: $0.4 (aggregate figure as tagged; individual tranches vary).

Balance-sheet fair value of warrants: $91.5M as of Jan 21, 2025.

Rough fully diluted estimate: 45.3M = 1.3M O/S + 44.0M warrant shares. An estimate, not a filing figure: it ignores converts, options and RSUs, and the two inputs carry different as-of dates.

Convertible notes

Convertible debt on the balance sheet: $1.3M as of Dec 31, 2025, tagged only as a company-wide total.

This filer tagged totals without per-note dimensions in its 10-Q filed May 15, 2026, so per-note terms (maturities, individual conversion prices) live in the exhibit prose and are not parsed here.

Registrations and offerings

Registered offering capacity on live registrations: $279.1Mfrom the structured fee exhibits; registered is not remaining, takedowns are not subtracted

S-1Feb 17, 2026$208.4M registeredfiling →
S-1Dec 3, 2025$4.3M registeredfiling →
S-1Sep 18, 2025$66.4M registeredfiling →

Last 12 months: 6 executed · 5 registered.

EXECUTEDAug 10, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EFFECTIVEApr 14, 2026SEC declared a registration effective — selling can beginEFFECT
REGISTEREDApr 10, 2026S-1/A registration — capacity to sell shares, not a sale yetS-1/A
REGISTEREDFeb 17, 2026S-1 registration — capacity to sell shares, not a sale yetS-1
EXECUTEDFeb 12, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDJan 30, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDJan 6, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EFFECTIVEDec 12, 2025SEC declared a registration effective — selling can beginEFFECT
REGISTEREDDec 3, 2025S-1 registration — capacity to sell shares, not a sale yetS-1
EXECUTEDNov 14, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EFFECTIVESep 29, 2025SEC declared a registration effective — selling can beginEFFECT
EXECUTEDSep 26, 2025Unregistered share sale disclosed (8-K item 3.02)8-K

Full history and shelf status: offering checker · S-3 shelf checker

Source: SEC EDGAR XBRL company facts and filing metadata, fetched live and cached briefly. Share counts are cover-page figures with their form named. Warrant tranches and convertible notes come from the dimensioned facts in the latest 10-Q/10-K instance document, exactly as the company tagged them; untagged tranches and notes are absent, not disproven. Nothing on this page is manually verified and nothing is behind a login: what free data supports is shown, what it cannot support is stated. Not investment advice.

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