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Anteris Technologies Global Corp美股招股说明书(2026-01-23版)

2026-01-23 美股招股说明书 黄崇贵-中国医药城15189901173
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This prospectus supplement updates, amends and supplements the prospectus dated December 11, 2025 (the “Prospectus”), whichforms a part of our Registration Statement on Form S-1 (Registration No. 333-291821) relating to up to 9,103,796 shares of ourcommon stock, par value $0.0001 per share (“Common Stock”), which may be offered for sale by the selling stockholders identifiedunder the heading “Selling Stockholders” in the Prospectus. This prospectus supplement is being filed to update, amend andsupplement the information included in the Prospectus with information contained in two of our Current Reports on Form 8-K, each ofwhich were filed with the Securities and Exchange Commission (the “SEC”) on January 22, 2026 (the “Current Reports”).Accordingly, we have attached the Current Reports to this prospectus supplement. Capitalized terms used in this prospectussupplement and not otherwise defined herein have the meanings specified in the Prospectus. This prospectus supplement is not complete without the Prospectus. This prospectus supplement should be read in conjunction withthe Prospectus, which is to be delivered with this prospectus supplement, and is qualified by reference thereto, except to the extent thatthe information in this prospectus supplement updates or supersedes the information contained in the Prospectus. Please keep thisprospectus supplement with your Prospectus for future reference. Our Common Stock is listed on the Nasdaq Global Market (“Nasdaq”) under the symbol “AVR.” Our CHESS Depositary Intereststrade on the Australian Securities Exchange under the symbol “AVR.” On January 22, 2026, the closing price for our Common Stockon Nasdaq was $6.57 per share. Investing in our securities involves a high degree of risk. See the section titled “Risk Factors” in the Prospectus and in thedocuments incorporated by reference in the Prospectus. Neither the SEC nor any state securities commission has approved or disapproved of the securities to be offered pursuant tothe Prospectus or this prospectus supplement or determined if the Prospectus or this prospectus supplement is truthful orcomplete. Any representation to the contrary is a criminal offense. The date of this prospectus supplement is January 22, 2026. UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 8-K CURRENT REPORTPursuant to Section 13 OR 15(d)of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 20, 2026 Anteris Technologies Global Corp.(Exact name of registrant as specified in its charter) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrantunder any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Underwritten Offering OnJanuary 20,2026, Anteris Technologies Global Corp.(the“Company”)entered into an Underwriting Agreement(the“Underwriting Agreement”) with Barclays Capital Inc., Wells Fargo Securities, LLC and Cantor Fitzgerald & Co., acting asrepresentatives of the several underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to issue andsell (the “Offering”) 34,782,609 shares (the “Firm Stock”) of the Company’s common stock, par value $0.0001 per share (the“Common Stock”), at a price to the public of $5.75 per share. The Company also granted the Underwriters a 30-day option to purchaseup to an additional 5,217,391 shares of Common Stock offered in the Offering on the same terms and conditions (the “Optional Stock”and, together with the Firm Stock, the “Shares”), which option the Underwriters exercised in full. The Offering and the PrivatePlacement (defined below) are expected to close on January 22, 2026 (the “Closing Date”), subject to the satisfaction of customaryclosing conditions. The Company estimates that the gross proceeds from the Offering and the Private Placement will be approximately $320 million, priorto deducting underwriting discounts and commissions in the Offering, placement agent fees in the Private Placement, and