Filings for new U.S. listings - 4/11/2024
Galaxy Payroll Group Limited (F-1/A) - April 10, 2024
Galaxy Payroll Group Limited is a holding company incorporated in the British Virgin Islands. Its operations are conducted by its indirect wholly-owned subsidiaries in Hong Kong, China, Taiwan and Macau. The company provides in-country payroll outsourcing services, employment services, and previously provided consultancy and market research services. The company's customers include global human resources service providers and multinational companies that outsource their payroll or employment functions.
| Name | Galaxy Payroll Group Limited |
|---|---|
| HQ Location | Sheung Wan, Hong Kong |
| Country/Region of Operations | Hong Kong, China, Taiwan, Macau |
| Incorporation Jurisdiction | British Virgin Islands |
| Ticker Symbol | GLXG |
| Exchange | Nasdaq Capital Market |
| Offer Size | $8,000,000 (without over-allotment option), $9,200,000 (with over-allotment option) |
| Number of Shares offered | 2,000,000 Ordinary Shares (2,300,000 shares with over-allotment option) |
| Offer Price | $4.00 per Ordinary Share |
| Industry | Payroll outsourcing, employment services, consultancy and market research |
| Sales/Revenue (FY2023) | HKD 31,466,673 (USD 4,015,501) |
| Net Income/Loss (FY2023) | Net Income HKD 9,010,680 (USD 1,149,863) |
| Total Liabilities | HKD 19,937,281 (USD 2,544,221) |
| Cash and Cash Equivalents | HKD 16,436,490 (USD 2,097,481) |
| Use of Proceeds | The company intends to use the net proceeds for working capital and general corporate purposes, including the expansion of its business. |
| Dividend Policy | The company currently intends to retain all available funds and future earnings for the operation and expansion of its business and does not anticipate paying any cash dividends in the foreseeable future. |
| Risk Factors |
- Concentration of revenue from top customers - Risks related to IT system performance and data security - Reliance on major in-country partner - Dependence on key management personnel - Risks of customers establishing their own HR departments - Regulatory risks in China, Hong Kong, Taiwan and Macau - Potential delisting risks related to PCAOB inspections - Foreign exchange and currency conversion risks |
| Link to Filing | Link |
ZenaTech, Inc. (F-1/A) - April 10, 2024
ZenaTech, Inc. is an enterprise software technology company that specializes in mission-critical cloud-based applications integrated with smart hardware to deliver innovative solutions across diverse industries. The company operates in two segments: software development, sales and distribution, as well as drone manufacturing, sales and distribution. The company's software products serve various industries including medical records, SCADA, video surveillance, contact centers, safety and compliance, field service management, and law enforcement. The company has also developed a high-quality drone called the ZenaDrone 1000 which it is testing with pilot customers in the agricultural sector.
| Name | ZenaTech, Inc. |
|---|---|
| HQ Location | Toronto, Canada |
| Country/Region of Operations | United States, Canada, Ireland, United Arab Emirates, Germany |
| Incorporation Jurisdiction | British Columbia, Canada |
| Ticker Symbol | ZENA |
| Exchange | Nasdaq Capital Market |
| Offer Size | N/A (this is a direct listing, not an IPO) |
| Number of Shares offered | Up to 102,481,427 shares |
| Offer Price | No price range provided, based on private transaction prices between $0.24 and $0.80 per share |
| Industry | Enterprise software technology, drone manufacturing |
| Sales/Revenue (2023) | $1,827,740 |
| Net Income/Loss (2023) | Net loss of $241,504 |
| Total Liabilities | $9,134,130 |
| Cash and Cash Equivalents | Not provided |
| Use of Proceeds | The company will not receive any proceeds, this is a resale of existing shares by selling shareholders. |
| Dividend Policy | The company has never declared or paid cash dividends and does not anticipate paying dividends in the foreseeable future. |
| Risk Factors |
- Limited operating history and history of losses - Potential product defects and development risks - Competition in the software and drone industries - Regulatory risks in various jurisdictions - Risks associated with being a foreign private issuer and controlled company - Risks related to the novel direct listing process - Potential volatility in stock price and lack of public trading market |
| Link to Filing | Link |
Nano Nuclear Energy Inc. (S-1/A) - April 10, 2024
Nano Nuclear Energy Inc. is an early-stage nuclear energy company developing smaller, cheaper, and safer advanced portable clean energy solutions utilizing proprietary reactor designs, intellectual property and research methods. The company is focused on four main business lines: (1) Micro Nuclear Reactor Business, (2) Fuel Fabrication Business, (3) Fuel Transportation Business, and (4) Nuclear Consultation Services. The company's goal is to become a commercially focused, diversified and vertically integrated technology-driven nuclear energy company that will capture market share in the growing nuclear energy sector.
| Name | Nano Nuclear Energy Inc. |
|---|---|
| HQ Location | New York, New York, United States |
| Country/Region of Operations | United States |
| Incorporation Jurisdiction | Nevada |
| Ticker Symbol | NNE |
| Exchange | Nasdaq |
| Offer Size | $15,000,000 |
| Number of Shares offered | 3,000,000 shares |
| Offer Price | $4.00 - $6.00 per share, with a $5.00 assumed initial public offering price |
| Industry | Nuclear Energy |
| Sales/Revenue (Most Recent Year) | $0 (as of December 31, 2023) |
| Net Income/Loss (Most Recent Year) | Net loss of $1,313,945 for the three months ended December 31, 2023 |
| Total Liabilities | $443,306 as of December 31, 2023 |
| Cash and Cash Equivalents | $7,897,499 as of December 31, 2023 |
| Use of Proceeds |
- Approximately $9.0 million (67.7%) for research and development of products and technology - Approximately $1.6 million (12.0%) for marketing, promotion, and business development activities - Approximately $2.7 million (20.3%) for working capital and other general corporate purposes |
| Dividend Policy | The company has never declared or paid any cash dividends and does not anticipate paying any cash dividends in the foreseeable future. |
| Risk Factors |
- The company has incurred losses since inception and may continue to incur losses for the foreseeable future. - The company is an early-stage company with an unproven business model and a new and unproven technology model. - The company will require substantial additional capital to implement its business plans, which may not be available on acceptable terms or at all. - Failure to successfully develop, manufacture and commercialize the company's microreactors, fuel fabrication facility, and fuel transportation business could adversely affect the company. - The company faces significant regulatory hurdles and risks related to obtaining necessary permits and licenses. - The company's business is subject to various government laws and regulations, changes in which could have a material adverse effect. - The company's success depends on its ability to attract and retain highly qualified personnel, which may be difficult. - There is currently no active trading market for the company's common stock, and an active trading market may not develop or be sustained following the IPO. |
| Link to Filing | Link |
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