As filed with the Securities and Exchange Commission on May 28, 2021

 

Registration No. 333-255323

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

 


 

POST EFFECTIVE AMENDMENT NO. 1

FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

 

 


 

REVIVA PHARMACEUTICALS HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

2834

 

85-4306526

(State or other jurisdiction of
incorporation or organization)

 

(Primary Standard Industrial
Classification Code Number)

 

(I.R.S. Employer
Identification Number)

 

19925 Stevens Creek Blvd., Suite 100

Cupertino, CA 95014 
(408) 501-8881
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)

 

 


 

Laxminarayan Bhat

Reviva Pharmaceuticals Holdings, Inc.
19925 Stevens Creek Blvd., Suite 100

Cupertino, CA 95014 
(408) 501-8881

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 

 


 

Copies to:

 

Steven M. Skolnick, Esq.

Valeska Pederson Hintz, Esq.
Lowenstein Sandler LLP

1251 Avenue of the Americas
New York, New York 10020
Tel: (212) 262-6700

Barry I. Grossman, Esq.

Sarah Williams, Esq.

Matthew Bernstein, Esq.

Ellenoff Grossman & Schole LLP

1345 Avenue of the Americas

New York, New York 10105

Tel: (212) 370-1300

 

 

 

 

Approximate date of commencement of proposed sale to the public: As soon as practicable after this registration statement becomes effective.

 

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ☒

 

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐ (

 

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

 

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

 

 

Large accelerated filer

Accelerated filer

 

Non-accelerated filer

Smaller reporting company

     

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

 

 

 

 

EXPLANATORY NOTE

 

This Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 of Reviva Pharmaceuticals Holdings, Inc. (the “Company”), as originally declared effective by the Securities and Exchange Commission (the “SEC”) on May 26, 2021, is being filed for the sole purpose of filing Exhibit 5.1 as part of the Registration Statement. This Post-Effective Amendment No. 1 does not modify any provision of Part I or Part II of the Registration Statement other than supplementing Item 16 of Part II as set forth below. This Registration Statement shall become effective upon filing with the SEC in accordance with Rule 462(d) under the Securities Act of 1933, as amended. 

 

 

 

 

EXHIBIT INDEX

 

Exhibit
No.

 

Exhibit

5.1

 

Legal Opinion of Lowenstein Sandler LLP.

23.1

 

Consent of Lowenstein Sandler LLP (included in Exhibit 5.1)

24.1

 

Power of Attorney (incorporated by reference to the signature page to the Registrants Registration Statement on Form S-1 (Registration No. 333-255323)).

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the Cupertino, California, as May 28, 2021.

 

 

 

Reviva Pharmaceuticals Holdings, Inc.

     
 

By:

/s/ Laxminarayan Bhat

   

Laxminarayan Bhat

   

Chief Executive Officer

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons on behalf of the registrant in the capacities and on the dates indicated.

 

Signature

 

Title

 

Date

         

/s/ Laxminarayan Bhat

 

Chief Executive Officer and Director

 

May 28, 2021

Laxminarayan Bhat

 

(Principal Executive Officer)

   
         

/s/ Narayan Prabhu

 

Chief Financial Officer

 

May 28, 2021

Narayan Prabhu

 

(Principal Financial and Accounting Officer)

   
         

*

 

Chairman of the Board

 

May 28, 2021

Parag Saxena

       
         

*

 

Director

 

May 28, 2021

Richard Margolin

       
         

*

 

Director

 

May 28, 2021

Purav Patel

       
         

*

 

Director

 

May 28, 2021

Les Funtleyder

       

 

 

*By:

/s/ Laxminarayan Bhat

 

Name:

Laxminarayan Bhat

Title:

Attorney-in-fact

 

 

 
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