| As Of | Filing | | Doc. | | Page | | Title | Docs. |
|---|
| | |  |
| 11/22/23 | | 425 | | | | 1 | | Absence of Changes | 1 |
| | | | | | 1 | | Absence of Undisclosed Liabilities | 1 |
| | | | | | 1 | | Access and Investigation | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Additional Information | 1 |
| 11/22/23 | | 425 | | | | 1 | | Agreements Related to the Business Combination | 1 |
| | | | | | 1 | | Agreements, Contracts and Commitments | 1 |
| | | | | | 1 | | Allocation Schedules | 1 |
| | | | | | 1 | | Amendment | 1 |
| | | | | | 1 | | Amendment and Restatement of New Parent's Certificate of Incorporation and Bylaws | 1 |
| | | | | | 1 | | Ancillary Agreements | 1 |
| | | | | | 1 | | Annex A: Business Combination Agreement | 1 |
| | | | | | 1 | | Annex B: Opinion of Ladenburg Thalmann & Co. Inc | 1 |
| | | | | | 1 | | Annex C: Opinion of Variance Economic Consulting Ltd | 1 |
| | | | | | 1 | | Annex D: Amended and Restated Certificate of Incorporation of New Parent | 1 |
| | | | | | 1 | | Annex E: Amended and Restated by Laws of New Parent | 1 |
| | | | | | 1 | | Annex F: Registration Rights Agreement | 1 |
| | | | | | 1 | | Annex G: Support Agreement | 1 |
| | | | | | 1 | | Annex H: Lock-Up Agreement | 1 |
| | | | | | 1 | | Anticipated Accounting Treatment | 1 |
| | | | | | 1 | | Applicable Law; Jurisdiction | 1 |
| | | | | | 1 | | Appraisal Rights | 1 |
| | | | | | 1 | | Assignability | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Audit Committee Financial Expert | 1 |
| 11/22/23 | | 425 | | | | 1 | | Audited Consolidated Financial Statements for Check-Cap Ltd | 1 |
| | | | | | 1 | | Audited Consolidated Financial Statements for Keystone Dental Holdings, Inc | 1 |
| | | | | | 1 | | Authority; Binding Nature of Agreement | 1 |
| | | | | | 1 | | Background of the Business Combination | 1 |
| | | | | | 1 | | Beneficial Ownership of Ordinary Shares by Certain Beneficial Owners | 1 |
| | | | | | 1 | | Business Combination | 1 |
| | | | | | 1 | | Business Combination Agreement, The | 1 |
| | | | | | 1 | | Business Combination, The | 1 |
| | | | | | 1 | | Calculation of Net Cash | 1 |
| | | | | | 1 | | Capitalization | 1 |
| | | | | | 1 | | Cautionary Statement Regarding Forward-Looking Statements | 1 |
| | | | | | 1 | | Certain Definitions | 1 |
| | | | | | 1 | | Certain Relationships and Related Party Transactions | 1 |
| | | | | | 1 | | Change in Recommendation | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Change in Registrant's Certifying Accountant | 1 |
| 11/22/23 | | 425 | | | | 1 | | Check-Cap Dividend | 1 |
| | | | | | 1 | | Check-Cap Legacy Assets | 1 |
| | | | | | 1 | | Check-Cap Legacy Transaction | 1 |
| | | | | | 1 | | Check-Cap Management's Discussion and Analysis of Financial Condition and Results of Operations | 1 |
| | | | | | 1 | | Check-Cap Shareholder Meeting | 1 |
| | | | | | 1 | | Check-Cap Shareholder Meeting, The | 1 |
| | | | | | 1 | | Check-Cap's Reasons for Approving the Business Combination | 1 |
| | | | | | 1 | | Closing of the Business Combination | 1 |
| | | | | | 1 | | Closing; Effective Times | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Code of Ethics | 1 |
| 11/22/23 | | 425 | | | | 1 | | Comparison of Rights of Holders of New Parent Common Stock and Holders of Check-Cap Ordinary Shares | 1 |
| | | | | | 1 | | Compliance; Permits; Restrictions | 1 |
| | | | | | 1 | | Conditions to Closing | 1 |
| | | | | | 1 | | Conditions to the Obligations of Check-Cap | 1 |
| | | | | | 1 | | Conditions to the Obligations of Each Party | 1 |
| | | | | | 1 | | Conditions to the Obligations of Keystone, PubCo and the Merger Subs | 1 |
| | | | | | 1 | | Consideration | 1 |
| | | | | | 1 | | Consideration to Be Received in the Business Combination | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Consolidated Balance Sheets | 1 |
| 11/22/23 | | 425 | | | | 1 | | Consolidated Balance Sheets as of December 31, 2022 and 2021 | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Consolidated Statements of Cash Flows | 1 |
| 11/22/23 | | 425 | | | | 1 | | Consolidated Statements of Cash Flows for the Years Ended December 31, 2022 and 2021 | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Consolidated Statements of Changes in Shareholders' Equity | 1 |
| | | | | | 1 | | Consolidated Statements of Operations | 1 |
| 11/22/23 | | 425 | | | | 1 | | Consolidated Statements of Operations and Comprehensive Loss for the Years Ended December 31, 2022 and 2021 | 1 |
| | | | | | 1 | | Consolidated Statements of Stockholders' Equity for the Years Ended December 31, 2022 and 2021 | 1 |
| | | | | | 1 | | Construction | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Controls and Procedures | 1 |
| 11/22/23 | | 425 | | | | 1 | | Cooperation | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Corporate governance | 1 |
| | | | | | 1 | | Defaults, Dividend Arrearages and Delinquencies | 1 |
| 11/22/23 | | 425 | | | | 1 | | Delisting and Deregistration of Check-Cap Ordinary Shares | 1 |
| | | | | | 1 | | Description of New Parent Capital Stock | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Description of Securities Other Than Equity Securities | 1 |
| 11/22/23 | | 425 | | | | 1 | | Directors and Officers | 1 |
| | | | | | 1 | | Directors of New Parent | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Directors, Senior Management and Employees | 1 |
| 11/22/23 | | 425 | | | | 1 | | Disclosure | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | 1 |
| 11/22/23 | | 425 | | | | 1 | | Dividend Policy Following the Business Combination | 1 |
| | | | | | 1 | | Due Organization; Subsidiaries | 1 |
| | | | | | 1 | | Effect of Termination | 1 |
| | | | | | 1 | | Effect of the Israeli Merger | 1 |
| | | | | | 1 | | Effect of the U.S. Merger | 1 |
| | | | | | 1 | | Efforts; Regulatory Approvals | 1 |
| | | | | | 1 | | Employee and Labor Matters; Benefit Plans | 1 |
| | | | | | 1 | | Entire Agreement; Counterparts | 1 |
| | | | | | 1 | | Environmental Matters | 1 |
| | | | | | 1 | | Exchange of Shares and Certificates | 1 |
| | | | | | 1 | | Executive Compensation | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Exemptions from the Listing Standards for Audit Committees | 1 |
| | | | | | 1 | | Exhibits | 1 |
| 11/22/23 | | 425 | | | | 1 | | Expenses; Termination Fees | 1 |
| | | | | | 1 | | Experts | 1 |
| | | | | | 1 | | Explanatory Note Regarding the Business Combination Agreement | 1 |
| | | | | | 1 | | Financial Advisors | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Financial Information | 1 |
| | | | | | 1 | | Financial Statements | 2 |
| 11/22/23 | | 425 | | | | 1 | | Foreign Private Issuer | 1 |
| | | | | | 1 | | Further Definitions | 1 |
| | | | | | 1 | | General | 1 |
| | | | | | 1 | | Governance of New Parent Following the Business Combination | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Identity of Directors, Senior Management and Advisers | 1 |
| 11/22/23 | | 425 | | | | 1 | | Implications of Being An Emerging Growth Company, Smaller Reporting Company and Controlled Company | 1 |
| | | | | | 1 | | Indemnification of Directors and Officers | 1 |
| | | | | | 1 | | Index to Financial Statements | 1 |
| | | | | | 1 | | Information About Check-Cap | 1 |
| | | | | | 1 | | Information About Keystone | 1 |
| | | | | | 1 | | Information About the Check-Cap Shareholder Meeting | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Information on our Company | 1 |
| 11/22/23 | | 425 | | | | 1 | | Insurance | 1 |
| | | | | | 1 | | Intellectual Property | 1 |
| | | | | | 1 | | Interests of Check-Cap's Directors and Executive Officers in the Business Combination | 1 |
| | | | | | 1 | | Interests of Keystone's Directors and Executive Officers in the Business Combination | 1 |
| | | | | | 1 | | Interests of Our Directors and Executive Officers in The | 1 |
| | | | | | 1 | | Interim Operating Covenants of Check-Cap | 1 |
| | | | | | 1 | | Interim Operating Covenants of Keystone | 1 |
| | | | | | 1 | | Isa Approval | 1 |
| | | | | | 1 | | Israeli Merger | 1 |
| | | | | | 1 | | Israeli Merger Proposal and Israeli Merger Certificate | 1 |
| | | | | | 1 | | Israeli Merger Sub Requisite Approval | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Item 1 | 1 |
| | | | | | 1 | | Item 10 | 1 |
| | | | | | 1 | | Item 11 | 1 |
| | | | | | 1 | | Item 12 | 1 |
| | | | | | 1 | | Item 13 | 1 |
| | | | | | 1 | | Item 14 | 1 |
| | | | | | 1 | | Item 15 | 1 |
| | | | | | 1 | | Item 16 | 1 |
| | | | | | 1 | | Item 16A | 1 |
| | | | | | 1 | | Item 16B | 1 |
| | | | | | 1 | | Item 16C | 1 |
| | | | | | 1 | | Item 16D | 1 |
| | | | | | 1 | | Item 16E | 1 |
| | | | | | 1 | | Item 16F | 1 |
| | | | | | 1 | | Item 16G | 1 |
| | | | | | 1 | | Item 16H | 1 |
| | | | | | 1 | | Item 16I | 1 |
| | | | | | 1 | | Item 17 | 1 |
| | | | | | 1 | | Item 18 | 1 |
| | | | | | 1 | | Item 19 | 1 |
| | | | | | 1 | | Item 2 | 1 |
| | | | | | 1 | | Item 3 | 1 |
| | | | | | 1 | | Item 4 | 1 |
| | | | | | 1 | | Item 4A | 1 |
| | | | | | 1 | | Item 5 | 1 |
| | | | | | 1 | | Item 6 | 1 |
| | | | | | 1 | | Item 7 | 1 |
| | | | | | 1 | | Item 8 | 1 |
| | | | | | 1 | | Item 9 | 1 |
| | | | | | 1 | | Key Information | 1 |
| 11/22/23 | | 425 | | | | 1 | | Keystone Business | 1 |
| | | | | | 1 | | Keystone Management's Discussion and Analysis of Financial Condition and Results of Operations | 1 |
| | | | | | 1 | | Keystone Stockholder Written Consent | 1 |
| | | | | | 1 | | Keystone's Reasons for Approving the Business Combination | 1 |
| | | | | | 1 | | Legal Information | 1 |
| | | | | | 1 | | Legal Matters | 1 |
| | | | | | 1 | | Legal Proceedings | 1 |
| | | | | | 1 | | Legal Proceedings; Orders | 1 |
| | | | | | 1 | | Legends | 1 |
| | | | | | 1 | | Listing | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Major Shareholders and Related Party Transactions | 1 |
| 11/22/23 | | 425 | | | | 1 | | Material Adverse Effect | 1 |
| | | | | | 1 | | Material Israeli Tax Consequences of the Business Combination | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Material Modifications to the Rights of Security Holders and Use of Proceeds | 1 |
| 11/22/23 | | 425 | | | | 1 | | Material U.S. Tax Consequences of the Business Combination for Holders of Check-Cap Securities | 1 |
| | | | | | 1 | | Material U.S. Tax Consequences of the Business Combination for Holders of Keystone Securities | 1 |
| | | | | | 1 | | Material U.S. Tax Consequences of the Business Combination for Holders of Our Securities | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Mine Safety Disclosure | 1 |
| 11/22/23 | | 425 | | | | 1 | | Mutual Covenants of the Parties | 1 |
| | | | | | 1 | | Nasdaq Reverse Split | 1 |
| | | | | | 1 | | Nasdaq Stock Market Listing | 1 |
| | | | | | 1 | | No Other Representations or Warranties | 1 |
| | | | | | 1 | | No Prior Operations | 1 |
| | | | | | 1 | | No Solicitation | 1 |
| | | | | | 1 | | No Third Party Beneficiaries | 1 |
| | | | | | 1 | | Non-Contravention; Consents | 1 |
| | | | | | 1 | | Non-Survival of Representations and Warranties | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Notes to Consolidated Financial Statements | 2 |
| 11/22/23 | | 425 | | | | 1 | | Notes to Unaudited Condensed Consolidated Financial Statements | 1 |
| 11/13/23 | | 425 | | | | 1 | | Notice of Annual General Meeting of Shareholders | 1 |
| 11/22/23 | | 425 | | | | 1 | | Notices | 1 |
| | | | | | 1 | | Notification of Certain Matters | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Offer and Listing, The | 1 |
| | | | | | 1 | | Offer Statistics and Expected Timetable | 1 |
| | | | | | 1 | | Operating and Financial Review and Prospects | 1 |
| 11/22/23 | | 425 | | | | 1 | | Operation of Check-Cap's Business | 1 |
| | | | | | 1 | | Operation of Keystone's Business | 1 |
| | | | | | 1 | | Opinion of Check-Cap's Financial Advisors | 1 |
| | | | | | 1 | | Organizational Documents | 1 |
| | | | | | 1 | | Other Matters | 1 |
| | | | | | 1 | | Other Remedies; Specific Performance | 1 |
| | | | | | 1 | | Our Legacy Assets | 1 |
| | | | | | 1 | | Our Reasons for Approving the Business Combination | 1 |
| | | | | | 1 | | Ownership of Check-Cap Ordinary Shares | 1 |
| | | | | | 1 | | Ownership of New Parent Following the Business Combination | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Part I | 1 |
| | | | | | 1 | | Part II | 1 |
| | | | | | 1 | | Part III | 1 |
| 11/22/23 | | 425 | | | | 1 | | Parties, The | 1 |
| 12/15/23 | | 425 | | | | 1 | | Press Release, dated December 14, 2023 | 1 |
| 12/7/23 | | 425 | | | | 1 | | Press Release, dated December 7, 2023 | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Principal Accountant Fees and Services | 1 |
| 11/22/23 | | 425 | | | | 1 | | Principal Shareholders of Check-Cap | 1 |
| | | | | | 1 | | Principal Stockholders of Keystone Common Stock | 1 |
| | | | | | 1 | | Privacy and Data Security | 1 |
| | | | | | 1 | | Proposal 1: the Business Combination | 1 |
| | | | | | 1 | | Proposal 2: Ratification and Approval of Appointment of Independent Registered Public Accountants | 1 |
| | | | | | 1 | | Proposal 3: Approval and Restatement of Compensation Policy for Executive Officers and Directors | 1 |
| | | | | | 1 | | Proposal 5: Election of Directors | 1 |
| | | | | | 1 | | Proposal 6: Approval of Remuneration for Directors | 1 |
| | | | | | 1 | | Proxy/Registration Statement | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Purchases of Equity Securities by the Issuer and Affiliated Purchasers | 1 |
| 11/22/23 | | 425 | | | | 1 | | Purpose of the Annual General Meeting | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Quantitative and Qualitative Disclosure About Market Risk | 1 |
| 11/22/23 | | 425 | | | | 1 | | Questions and Answers | 1 |
| | | | | | 1 | | Real Property; Leasehold | 1 |
| | | | | | 1 | | Recommendation of Our Board | 1 |
| | | | | | 1 | | Recommendation of the Check-Cap Board | 1 |
| | | | | | 1 | | Recommendation of the Keystone Board | 1 |
| | | | | | 1 | | Registration Statement; Proxy Statement | 1 |
| | | | | | 1 | | Regulatory Approvals | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Report of Independent Registered Public Accounting Firm | 2 |
| 11/22/23 | | 425 | | | | 1 | | Representations and Warranties | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Reserved | 1 |
| 11/22/23 | | 425 | | | | 1 | | Review and Discussion of Financial Statements | 1 |
| | | | | | 1 | | Risk Factors | 1 |
| | | | | | 1 | | Risks Related to Check-Cap | 1 |
| | | | | | 1 | | Risks Related to Keystone and Ownership of New Parent Common Stock Following the Business Combination | 1 |
| | | | | | 1 | | Risks Related to the Business Combination | 1 |
| | | | | | 1 | | SEC Filings; Financial Statements | 1 |
| | | | | | 1 | | Section 1. DEFINITIONS AND INTERPRETATION | 1 |
| | | | | | 1 | | Section 10. TERMINATION | 1 |
| | | | | | 1 | | Section 11. MISCELLANEOUS | 1 |
| | | | | | 1 | | Section 2. TRANSACTIONS; CLOSING | 1 |
| | | | | | 1 | | Section 3. EXCHANGE OF SECURITIES | 1 |
| | | | | | 1 | | Section 4. REPRESENTATIONS AND WARRANTIES OF KEYSTONE | 1 |
| | | | | | 1 | | Section 5. REPRESENTATIONS AND WARRANTIES OF CHECK-CAP | 1 |
| | | | | | 1 | | Section 6. REPRESENTATIONS AND WARRANTIES OF PUBCO AND THE MERGER SUBS | 1 |
| | | | | | 1 | | Section 7. CERTAIN COVENANTS OF THE PARTIES | 1 |
| | | | | | 1 | | Section 8. ADDITIONAL AGREEMENTS OF THE PARTIES | 1 |
| | | | | | 1 | | Section 9. CONDITIONS | 1 |
| | | | | | 1 | | Securities Law Consequences | 1 |
| | | | | | 1 | | Selected Historical Condensed Consolidated Financial Data of Check-Cap | 1 |
| | | | | | 1 | | Selected Historical Condensed Consolidated Financial Data of Keystone | 1 |
| | | | | | 1 | | Severability | 1 |
| | | | | | 1 | | Shares Eligible for Future Sale | 1 |
| | | | | | 1 | | Shell Status | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Signatures | 1 |
| 11/22/23 | | 425 | | | | 1 | | Solicitation of Proxies | 1 |
| | | | | | 1 | | Structure of the Transactions | 1 |
| | | | | | 1 | | Summary | 1 |
| | | | | | 1 | | Table of Contents | 1 |
| | | | | | 1 | | Tax Matters | 1 |
| | | | | | 1 | | Termination | 1 |
| | | | | | 1 | | Termination and Amendment of Certain Agreements and Rights | 1 |
| | | | | | 1 | | Termination of Employees and Contractors | 1 |
| | | | | | 1 | | The Business Combination | 1 |
| | | | | | 1 | | The Business Combination Agreement | 1 |
| | | | | | 1 | | The Check-Cap Shareholder Meeting | 1 |
| 3/31/23 | | 20-F | | | | 1 | | The Offer and Listing | 1 |
| 11/22/23 | | 425 | | | | 1 | | The Parties | 1 |
| | | | | | 1 | | Title to Assets | 1 |
| | | | | | 1 | | Transactions with Affiliates | 1 |
| | | | | | 1 | | Transfer Agent and Registrar | 1 |
| | | | | | 1 | | U.S. Merger | 1 |
| | | | | | 1 | | Unaudited Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022 | 1 |
| | | | | | 1 | | Unaudited Condensed Consolidated Financial Statements for Check-Cap Ltd | 1 |
| | | | | | 1 | | Unaudited Condensed Consolidated Financial Statements for Keystone Dental Holdings, Inc | 1 |
| | | | | | 1 | | Unaudited Condensed Consolidated Statements of Cash Flow for the Three and Six Months Ended June 30, 2023 and 2022 | 1 |
| | | | | | 1 | | Unaudited Condensed Consolidated Statements of Changes in Stockholders' Equity for the Three and Six Months Ended June 30, 2023 and 2022 | 1 |
| | | | | | 1 | | Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three and Six Months Ended June 30, 2023 and 2022 | 1 |
| | | | | | 1 | | Unaudited Pro Forma Combined Financial Information | 1 |
| 3/31/23 | | 20-F | | | | 1 | | Unresolved Staff Comments | 1 |
| 11/22/23 | | 425 | | | | 1 | | Valid Issuance | 1 |
| | | | | | 1 | | Vote Required | 1 |
| | | | | | 1 | | Voting at the Check-Cap Shareholder Meeting | 1 |
| | | | | | 1 | | Waiver | 1 |
| | | | | | 1 | | Where You Can Find Additional Information | 1 |
| 12/15/23 | | 425 | | | | 1 | | 99.1 | 3 |
