Filings for new U.S. listings - 5/1/2024

iOThree Limited (F-1/A) - 04/30/2024

iOThree Limited is a leading provider of maritime digital technologies including satellite connectivity and digitalization solutions in Singapore focused on facilitating the maritime industry towards digital transformation. The company has two operating segments: (i) satellite connectivity solution, and (ii) digitalization and other solutions.

Name iOThree Limited
HQ Location Singapore
Country/Region of Operations Asia
Incorporation Jurisdiction Cayman Islands
Ticker Symbol IOTR
Exchange Nasdaq
Offer Size $18,590,975
Number of Shares offered 2,334,239 by the Company, 1,383,956 by the Selling Shareholders
Offer Price $4.00 - $6.00 per share
Underwriters Eddid Securities USA Inc.
Industry Maritime Connectivity and Digital Solutions
Sales/Revenue $7,487,564 (Year ended March 31, 2023)
Net Income/Loss $924,160 (Year ended March 31, 2023)
Total Liabilities $3,389,049 (As of September 30, 2023)
Cash and Cash Equivalents $692,476 (As of September 30, 2023)
Use of Proceeds - Corporate purposes including acquisitions, establishing offices, and upgrading facilities
- Solution development to expand and enhance JARVISS
- Obtaining class approvals
- Marketing and branding
- Working capital and general corporate purposes
Dividend Policy The company currently intends to retain all of its future earnings, if any, for the operations and expansion of its business and does not anticipate declaring or paying any further dividends after listing its Ordinary Shares on Nasdaq.
Risk Factors - The company is an early stage company with limited operating history
- Highly competitive market with larger competitors
- Reliance on a small number of key customers and suppliers
- Exposure to foreign currency exchange rate fluctuations
- Potential liability claims relating to products or services
- Cybersecurity and data privacy risks
- Challenges as a public company, including compliance with regulations
Other - The company is both an "emerging growth company" and a "foreign private issuer"
- The company will be a "controlled company" after the offering, with the founder owning over 50% of the voting power
- The company is incorporated in the Cayman Islands, which may make it more difficult for shareholders to enforce liabilities against the company
Link to Filing Filing

Ming Shing Group Holdings Limited (F-1/A) - 04/29/2024

Ming Shing Group Holdings Limited is an exempted company incorporated under the laws of the Cayman Islands in 2022. The company conducts its business through its indirectly wholly-owned Hong Kong Operating Subsidiaries, MS (HK) Engineering Limited and MS Engineering Co., Limited. The company mainly engages in wet trades works, such as plastering works, tile laying works, brick laying works, floor screeding works, and marble works, focusing on project management and supervision while engaging subcontractors to perform substantial parts of the site works.

Name Ming Shing Group Holdings Limited
HQ Location Kowloon, Hong Kong
Country/Region of Operations Hong Kong
Incorporation Jurisdiction Cayman Islands
Ticker Symbol MSW
Exchange Nasdaq Capital Market
Offer Size $9,750,000
Number of Shares offered 1,500,000 Ordinary Shares
Offer Price $5 - $8 per Ordinary Share
Underwriters Revere Securities, LLC
Industry Wet trades works (plastering, tile laying, brickwork, floor screeding, marble works)
Sales/Revenue $21,868,220 (for the year ended March 31, 2023)
Net Income/Loss $2,787,236 (net income for the year ended March 31, 2023)
Total Liabilities $8,095,526 (as of September 30, 2023)
Cash and Cash Equivalents $417,876 (as of September 30, 2023)
Use of Proceeds - 36% for expanding workforce
- 20% for repayment of bank borrowings and finance leases
- 2% for acquiring additional equipment
- 2% for procuring an enterprise resources planning system
- 40% for general working capital
Dividend Policy The Company currently intends to retain most, if not all, of its available funds and any future earnings after this Offering to fund the development and growth of its business. As a result, the Company does not expect to pay any cash dividends in the foreseeable future.
Risk Factors - Non-recurrent nature of projects
- Performance and availability of subcontractors
- Estimation of project costs
- Cyclical nature of construction industry
- Shortage of labor and increasing labor cost
- Higher material cost
- Compliance with laws and regulations
- Reliance on a limited number of customers
- Environmental, health and safety risks
- Ability to implement business plans and achieve future growth
- Retention of qualified personnel
- Project completion and quality risks
- Operational risks and insurance coverage
- Foreign exchange rate fluctuations
- Susceptibility to government policies and macroeconomic conditions
Other - The Company is a holding company with operations conducted through its Hong Kong Operating Subsidiaries.
- The Company does not currently have or intend to have any subsidiary or variable interest entity (VIE) structure in mainland China.
- The Company's operations are based in Hong Kong and it does not currently generate any revenue or profits in mainland China.
- The Company's Chairman and CEO, Mr. Chi Ming Lam, will beneficially own approximately 84.31% of the Company's Ordinary Shares after the Offering.
- The Company is a "controlled company" as defined under the Nasdaq Stock Market Rules, but does not currently intend to rely on the "controlled company" exemption.
Link to Filing Filing

Raytech Holding Limited (F-1/A) - 05/01/2024

Raytech Holding Limited principally engages in the sourcing and wholesaling of personal care electrical appliances for international brand owners. The company also provides product design and development collaboration as a value-added service for its customers. Raytech Holding's products include hair styling series, trimmer series, eyelash curler, neck care series, nail care series, and other personal care appliance series.

Name Raytech Holding Limited
HQ Location Kowloon Bay, Hong Kong
Country/Region of Operations Hong Kong
Incorporation Jurisdiction British Virgin Islands
Ticker Symbol RAY
Exchange Nasdaq Capital Market
Offer Size $6,750,000
Number of Shares offered 1,500,000 Ordinary Shares
Offer Price $4.00 - $5.00 per Ordinary Share
Underwriters Revere Securities LLC
Industry Personal Care Electrical Appliances
Sales/Revenue $33,017,199 (for the six months ended September 30, 2023)
Net Income/Loss $6,418,069 (for the six months ended September 30, 2023)
Total Liabilities $22,644,643 (as of September 30, 2023)
Cash and Cash Equivalents $37,763,580 (as of September 30, 2023)
Use of Proceeds - Brand promotion and marketing (25%)
- Recruitment of talented personnel (25%)
- Strategic investments and acquisitions (25%)
- General working capital (25%)
Dividend Policy Raytech Holding and its subsidiary currently intend to retain all available funds and future earnings, if any, for the operation and expansion of the business and do not anticipate declaring or paying any dividends in the foreseeable future.
Risk Factors - Changes in capital markets, merger and acquisition activity, legal or regulatory requirements, general economic conditions and monetary or geopolitical disruptions could reduce demand for the company's products
- The company has a substantial customer concentration, with a limited number of customers accounting for a substantial portion of its revenues
- The company relies on a limited number of manufacturers, some of which it is affiliated with, and a loss of any of these manufacturers could significantly negatively affect the business
- Inadequate or inaccurate external and internal information could lead to inaccurate financial forecasts and inappropriate financial decisions
- The company may not manage its growth effectively, and its profitability may suffer
- The company's reputation is crucial to its business, and any harm to its reputation or failure to enhance its brand recognition may materially and adversely affect its business, financial condition and results of operations
Other - Raytech Holding is incorporated in the British Virgin Islands and its operations are conducted through its wholly-owned subsidiary in Hong Kong
- The company does not currently have or intend to set up any subsidiary or enter into any contractual arrangements to establish a VIE structure in mainland China
- Raytech Holding's auditor is based in the United States and is subject to regular PCAOB inspections
- Raytech Holding will be considered a "controlled company" under the Nasdaq listing rules due to its CEO's majority ownership, and may choose to exempt itself from certain corporate governance requirements
- Raytech Holding qualifies as an "emerging growth company" under the JOBS Act and will take advantage of reduced reporting requirements
Link to Filing Filing

Viking Holdings Ltd (F-1/A) - 04/29/2024

Viking Holdings Ltd is a Bermuda-based cruise line company founded in 1997 that operates river, ocean and expedition cruises worldwide. The company is conducting an initial public offering of 53 million ordinary shares, with 11 million shares offered by the company and 42 million shares offered by selling shareholders.

Name Viking Holdings Ltd
HQ Location Pembroke, Bermuda
Country/Region of Operations Worldwide
Incorporation Jurisdiction Bermuda
Ticker Symbol VIK
Exchange New York Stock Exchange (NYSE)
Offer Size Unknown
Number of Shares offered 53,000,000 ordinary shares (11,000,000 by the company, 42,000,000 by selling shareholders)
Offer Price $21.00 - $25.00 per ordinary share
Underwriters BofA Securities
J.P. Morgan
UBS Investment Bank
Wells Fargo Securities
HSBC
Morgan Stanley
Rothschild & Co
Stifel
Drexel Hamilton
Loop Capital Markets
R. Seelaus & Co., LLC
Industry Cruise Line
Sales/Revenue $4,710,493,000
Net Income/Loss $(1,858,601,000)
Total Liabilities $9,481,905,000
Cash and Cash Equivalents $1,513,713,000
Use of Proceeds The company intends to use a portion of the net proceeds to satisfy tax withholding and remittance obligations related to the vesting and settlement of outstanding RSUs, and the remaining net proceeds for general corporate purposes, including working capital, operating expenses and capital expenditures.
Dividend Policy We currently intend to retain any future earnings for use in the operation of our business and do not intend to declare or pay any cash dividends in the foreseeable future.
Risk Factors - Changes in the general worldwide economic and political environment could reduce the demand for cruises
- Adverse weather conditions or other natural disasters, including high or low river water levels, may require us to alter our itineraries or cancel existing cruises
- Adverse incidents involving cruise ships may adversely affect our business, financial condition and results of operations
- Disease outbreaks or pandemics have had, and in the future could have, a significant impact on the travel industry generally and on our business and results of operations
- The threat of terrorist attacks, wars, acts of piracy and other events affecting the safety and security of travel can reduce the demand for cruises or require us to cancel existing bookings
Other - Viking is a foreign private issuer and will be eligible for reduced public company disclosure requirements
- Viking will be a "controlled company" under the NYSE rules and intends to rely on certain exemptions from NYSE corporate governance requirements
- Viking has identified material weaknesses in its internal control over financial reporting that it is working to remediate
Link to Filing Filing

Inhibikase Therapeutics, Inc. (S-1/A) - 04/29/2024

Inhibikase Therapeutics, Inc. is a clinical-stage pharmaceutical company developing protein kinase inhibitor therapeutics to modify the course of Parkinson's disease, Parkinson's-related disorders and other diseases of the Abelson Tyrosine Kinases. The company's lead program utilizes Risvodetinib (IkT-148009), a selective inhibitor of the non-receptor Abelson Tyrosine Kinases, to target the treatment of Parkinson's disease inside and outside the brain as well as other diseases that arise from Abelson Tyrosine Kinases.

Name Inhibikase Therapeutics, Inc.
HQ Location Atlanta, GA
Country/Region of Operations United States
Incorporation Jurisdiction Delaware
Ticker Symbol IKT
Exchange Nasdaq Capital Market
Offer Size Unknown
Number of Shares offered Up to 6,951,872 shares of common stock and accompanying warrants
Offer Price Assumed $1.87 per share and accompanying warrant
Underwriters Maxim Group LLC
Industry Biotechnology
Sales/Revenue Unknown
Net Income/Loss Unknown
Total Liabilities Unknown
Cash and Cash Equivalents Unknown
Use of Proceeds To extend the 201 trial for Risvodetinib (IkT-148009) up to an additional 12 months, support expansion of biomarker program and ancillary studies required for Phase 3 entry, and other general corporate purposes
Dividend Policy The firm does not intend to issue a dividend.
Risk Factors - We are a clinical-stage drug development company with limited resources, a limited operating history and have no products approved for commercial sale, which may make it difficult to evaluate our current business and predict our future success and viability
- There is substantial doubt regarding our ability to continue as a going concern and our independent registered public accounting firm has included an explanatory paragraph relating to our ability to continue as a going concern in its report on our audited financial statements
- We will need to raise additional funding, which may not be available on acceptable terms, or at all. Failure to obtain this necessary capital when needed may force us to delay, limit or terminate our clinical trials or other operations
- Drug development is a highly uncertain undertaking and involves a substantial degree of risk. We have never generated any revenue from product sales, we may never generate any revenue from product sales, and we may fail to generate further revenue from grants or contracts or to be profitable
- The wars between Russia and Ukraine and Israel and Hamas could materially adversely affect our business, results of operations, and financial condition
- Our results of operations have been adversely affected and, in the future, could be materially adversely impacted by the COVID-19 virus
- Adverse developments affecting financial institutions, companies in the financial services industry or the financial services industry generally, including those we do business with, could adversely affect our operations and liquidity
Other - The company has a multi-therapeutic pipeline with a primary focus on neurodegeneration
- The company's lead program utilizes Risvodetinib (IkT-148009) to target the treatment of Parkinson's disease inside and outside the brain as well as other diseases that arise from Abelson Tyrosine Kinases
- The company has commenced clinical development of Risvodetinib (IkT-148009) and initiated a Phase 2 program in January 2023
- The company has also developed platform technologies to improve delivery of protein kinase inhibitors, including IkT-001Pro, a prodrug of the anticancer agent imatinib mesylate
- The company has a patent portfolio that includes 9 issued U.S. patents and 11 issued foreign patents, with patent protection in the U.S. until 2033 for IkT-001Pro and 2036 for Risvodetinib (IkT-148009)
Link to Filing Filing

Oranco, Inc. (S-1/A) - 04/29/2024

Oranco, Inc. is engaged in the business of marketing, selling and distributing light aromatic flavor Chinese Baijiu with a moderate price range in China. The company's PRC Subsidiaries focused their business on the distribution and sale of Chinese Fenjiu Liquor, which is the premium brand name for light aromatic flavor Chinese Baijiu produced by Fenjiu Group. The company has now shifted its focus to marketing and selling light aromatic flavor Chinese Baijiu under a series of its own brands, including Dagangjiu, Xiaogangjiu, Jinshuiyao and a few other brands.

Name Oranco, Inc.
HQ Location New York, NY
Country/Region of Operations China
Incorporation Jurisdiction Nevada
Ticker Symbol ORNC
Exchange Nasdaq
Offer Size $7,500,000
Number of Shares offered 1,500,000
Offer Price $4.00 - $6.00 per share
Underwriters US Tiger Securities, Inc.
Industry Alcoholic Beverages
Sales/Revenue $18,170,496 (Year ended June 30, 2023)
Net Income/Loss $2,774,327 (Year ended June 30, 2023)
Total Liabilities $16,002,721 (As of June 30, 2023)
Cash and Cash Equivalents $12,568,560 (As of June 30, 2023)
Use of Proceeds General corporate purposes, including working capital, operating expenses, capital expenditures, improvement of corporate facilities and other general and administrative matters. May also use a portion for acquisitions.
Dividend Policy Oranco does not intend to pay dividends for the foreseeable future.
Risk Factors - The lack of diversity of the company's business may exacerbate the volatilities it experiences
- The supply of the company's own brand Chinese Baijiu products relies on a few distilleries with geographical concentration
- Counterfeit products sold under the company's brand names and trademarks could materially and adversely affect its reputation and financial results
- The company relies on several major distributors for distribution and sales of its products
- The company faces intense competition in the Chinese Baijiu market
- The expiration of the company's partnership with Fenjiu Group may have a negative impact on its profitability and operating results
Other - Oranco is a holding company incorporated in Nevada, with substantially all of its operations conducted through its subsidiaries in China
- Oranco's Chief Executive Officer, Mr. Peng Yang, will continue to hold a majority stake in the company after the offering
- Oranco expects to be a "Controlled Company" under Nasdaq rules due to Mr. Peng Yang's majority ownership
- Oranco is required to comply with filing requirements with the China Securities Regulatory Commission (CSRC) under the Trial Measures for Overseas Securities Offering and Listing by Domestic Enterprises
Link to Filing Filing

Proficient Auto Logistics, Inc. (S-1/A) - 04/29/2024

Proficient Auto Logistics, Inc. is a leading non-union, specialized freight company focused on providing auto transportation and logistics services. Formed in connection with this offering through the combination of five industry-leading operating companies, the company will operate one of the largest auto transportation fleets in North America, utilizing roughly 1,130 auto transport vehicles and trailers on a daily basis, including 615 Company-owned transport vehicles and trailers, and employing 649 dedicated employees as of November 30, 2023. The company offers a broad range of auto transportation and logistics services, primarily focused on transporting finished vehicles from automotive production facilities, marine ports of entry, or regional rail yards to auto dealerships around the country.

Name Proficient Auto Logistics, Inc.
HQ Location Jacksonville, FL
Country/Region of Operations United States
Incorporation Jurisdiction DE
Ticker Symbol PAL
Exchange Nasdaq Global Market
Offer Size Unknown
Number of Shares offered 14,333,333
Offer Price $14.00 - $16.00 per share
Underwriters Stifel
Raymond James
William Blair
Industry Auto Transportation and Logistics
Sales/Revenue $414,569,000
Net Income/Loss $15,002,000
Total Liabilities $130,916,345
Cash and Cash Equivalents $29,680,199
Use of Proceeds - Approximately $180.4 million to pay the cash portion of the Combinations consideration
- Approximately $3.0 million to pay expenses incurred in connection with the Combinations
- Remaining net proceeds for general corporate purposes, including working capital and future acquisitions
Dividend Policy The company currently intends to retain all available funds and any future earnings to fund the development and growth of its business and to repay indebtedness, and therefore does not anticipate paying any cash dividends in the foreseeable future.
Risk Factors - The Combinations and this offering are dependent upon each other, and there is no guarantee that the closing of the Combinations, and therefore this offering, will occur.
- The company has not operated as a combined company and may not be able to successfully integrate the Founding Companies.
- Increased competition in the auto transportation and logistics industry could result in a loss of market share or reduced rates.
- The company is highly dependent on the automotive industry, and a decline in the industry could have a material adverse effect.
- The company is dependent on a small number of customers for a large portion of its revenue.
- The company's business depends upon compliance with numerous government regulations.
- Arrangements with independent contractors expose the company to risks.
- Unionization efforts or labor regulation changes could adversely affect the company.
- Attracting and retaining qualified driving associates is critical to the company's success.
- The company will need to build or acquire integrated information technology systems, and failure to do so could harm the business.
- Operational risks, including cyberattacks, may disrupt the business.
Other - The company was formed in June 2023 and has not operated as a combined company.
- The Founding Companies will be acquired for approximately $180.4 million in cash and 6,978,191 shares of common stock.
- The company's CEO nominee, Richard O'Dell, has indicated interest in purchasing up to $3 million of shares in the offering.
Link to Filing Filing

TessPay Inc. (S-1/A) - 04/30/2024

TessPay Inc. has developed a financial technology platform for securing and streamlining financial transactions that utilizes blockchain technology to provide payment assurance and liquidity through a finance supply chain. The Platform makes use of smart contracts to affect automated financial settlements to supply chain participants. The Platform was initially deployed in the wholesale telecommunications industry, then into the Affordable Connectivity Program (ACP) market, and subsequently into the major commercial construction projects industry.

Name TessPay Inc.
HQ Location Newark, DE
Country/Region of Operations United States, United Kingdom
Incorporation Jurisdiction Delaware
Ticker Symbol TPI
Exchange NYSE American
Offer Size Unknown
Number of Shares offered 1,300,000
Offer Price $5.00 - $6.00 per share
Underwriters Dominari Securities LLC
Revere Securities LLC
Industry Financial Technology (Fintech)
Sales/Revenue $2,091,812
Net Income/Loss $(2,045,258)
Total Liabilities $6,790,581
Cash and Cash Equivalents $7,872
Use of Proceeds - Augmentation of sales and marketing resources in telecommunications and ACP markets
- Technical enhancements to the Platform
- General corporate and working capital purposes
Dividend Policy The firm does not intend to issue a dividend in the foreseeable future.
Risk Factors - The Company has incurred significant operating losses and may continue to incur losses as it implements its business plan
- The Company's independent registered public accounting firm has expressed substantial doubt about the Company's ability to continue as a going concern
- The development of the Company's Platform using blockchain and smart contract technologies could have a material adverse effect
- Substantial competition in the fintech industry may materially and adversely affect the Company's growth and profitability
- The Company is dependent on external, non-exclusive sources of funding to provide financing to its users
- The Company depends on a small number of customers and the loss of one or more major customers could have a material adverse effect
Other - The Company acquired Create.iF Manage Limited in November 2022 to expand into the commercial construction industry
- The Company entered into a collaboration agreement with Integrated Path Communications LLC in June 2023 to finance ACP services
- The Company entered into a factoring contract with TPS AG in July 2023 to facilitate the purchase of customer invoices and ACP claims
Link to Filing Filing

Waystar Holding Corp. (S-1/A) - 04/29/2024

Waystar provides healthcare organizations with mission-critical cloud software that simplifies healthcare payments. The company's enterprise-grade platform streamlines the complex and disparate processes healthcare provider clients must manage to be reimbursed correctly, while improving the payments experience for providers, patients, and payers. Waystar leverages AI as well as proprietary, advanced algorithms to automate payment-related workflow tasks and drive continuous improvement, which enhances claim and billing accuracy, enriches data integrity, and reduces labor costs for providers.

Name Waystar Holding Corp.
HQ Location Lehi, Utah
Country/Region of Operations United States
Incorporation Jurisdiction DE
Ticker Symbol WAY
Exchange Nasdaq
Offer Size Unknown
Number of Shares offered Unknown
Offer Price Unknown
Underwriters J.P. Morgan, Goldman Sachs & Co. LLC, Barclays, William Blair, Evercore ISI, BofA Securities, RBC Capital Markets, Deutsche Bank Securities, Canaccord Genuity, Raymond James
Industry Healthcare Technology
Sales/Revenue $791,010,000 (2023)
Net Income/Loss $(51,334,000) (2023)
Total Liabilities $2,588,160,000 (as of 12/31/2023)
Cash and Cash Equivalents $64,558,000 (as of 12/31/2023)
Use of Proceeds To repay $__ million aggregate principal amount of indebtedness under the First Lien Credit Facility, with any remainder to be used for general corporate purposes.
Dividend Policy The company has no current plans to pay dividends on its common stock.
Risk Factors - Operation in a highly competitive industry
- Ability to retain existing clients and attract new clients
- Ability to successfully execute on business strategies to grow
- Ability to accurately assess risks and successfully integrate acquired businesses
- Ability to establish and maintain strategic relationships
- Dependence on senior management team and key employees
- Accuracy of estimates used to determine total addressable market
- Ability to develop and market new solutions or enhance existing solutions
- Interoperability, connectivity, and integration of solutions with clients' and vendors' systems
- Ability to obtain, process, use, disclose, and distribute regulated data
- Reliance on third-party vendors and providers
- Errors or malfunctions in products and solutions
- Compliance with NACHA rules, card network requirements, and changes to fee arrangements
- Privacy and security concerns, breaches, or incidents relating to platform
- Complex and evolving laws and regulations regarding privacy, data protection, and cybersecurity
- Ability to adequately protect and enforce intellectual property rights
- Use of "open source" software
- Allegations of intellectual property infringement
- Heavily regulated industry and uncertain healthcare regulatory environment
- Reduced revenues due to changes in healthcare regulatory landscape
- Legal, regulatory, and other proceedings with adverse outcomes
- Contractual obligations related to Bank Secrecy Act and Anti-Money Laundering laws
- Existing laws regulating marketing activities
- Compliance with website accessibility standards
- Changes in tax rates, adoption of new tax legislation, or additional tax liabilities
- Limitations on ability to use net operating losses
- Asset impairment charges
- Restrictive covenants in credit facility agreements
- Interest rate fluctuations
- Unavailability of additional capital
- Impact of macroeconomic conditions
- History of net losses and ability to achieve or maintain profitability
- Interests of institutional investors may differ from other stockholders
- Status as an "emerging growth company"
Other - Over 99% of revenue is recurring subscription or highly predictable volume-based
- Net Revenue Retention Rate of 108.6% in 2023 and 108.8% in the 12 months ended 3/31/2024
- Client count with over $100,000 in revenue grew from 920 in 12 months ended 3/31/2022 to 1,080 in 12 months ended 3/31/2024
- Facilitated over 5 billion healthcare payments transactions in 2023, including over $1.2 trillion in gross claims volume
- Platform benefits from network effects as more data is processed and used to improve the platform
Link to Filing Filing

Disclaimer: This content was made with the help of IPOX® Artificial Intelligence solutions and may be incomplete or contain mistakes. The information does not constitute financial advice, endorsement or recommendation and should not be considered as such.

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Filings for new U.S. listings - 4/30/2024