Airship AI Holdings Files S-1 for Capital Raise

TL;DR

Airship AI files S-1, looks to raise cash. Big numbers in Q1 '24.

AI Summary

Airship AI Holdings, Inc. filed an S-1 form on June 21, 2024, detailing its business and financial information. The company, formerly known as BYTE Acquisition Corp., is seeking to raise capital through this filing. Financial data from the period ending March 31, 2024, shows significant figures such as $200,000,000 in potential offering size and $13,387,344 in revenue.

Why It Matters

This S-1 filing provides crucial insights into Airship AI's financial health and future plans, impacting investors and the competitive landscape of AI technology.

Risk Assessment

Risk Level: medium — The S-1 filing indicates a company seeking capital, which inherently carries risks associated with market reception and execution of business plans.

Key Numbers

• $200.0M — Potential Offering Size (Indicates the scale of capital the company aims to raise.)
• $13.4M — Revenue (Q1 2024) (Shows the company's top-line performance in the most recent reported quarter.)
• $3.7M — Net Income (Q1 2024) (Represents the company's profitability in the most recent reported quarter.)
• $4.2M — Net Loss (Q1 2024) (Highlights the company's losses in the most recent reported quarter.)
• $19.6M — Total Assets (Q1 2024) (Provides a snapshot of the company's total assets at the end of the quarter.)

Key Players & Entities

• Airship AI Holdings, Inc. (company) — Filer of the S-1 document
• BYTE Acquisition Corp. (company) — Former name of Airship AI Holdings, Inc.
• 20240621 (date) — Date of filing
• $200,000,000 (dollar_amount) — Potential offering size
• $13,387,344 (dollar_amount) — Revenue for the period ending March 31, 2024

FAQ

Key Financial Figures

• $0.0001 — g shares of our common stock, par value $0.0001 per share ("common stock"). The offerin
• $4.67 — rted sale price of our common stock was $4.67 per share. The actual public offering p
• $11.50 — ate warrants, previously exercisable at $11.50 per share, to an exercise price of $7.8
• $7.80 — 1.50 per share, to an exercise price of $7.80 per share. The purpose of this reduced
• $250 million — on stock held by non-affiliates exceeds $250 million as of the prior June 30, or (2) our ann
• $100 million — 30, or (2) our annual revenues exceeded $100 million during such completed fiscal year and t
• $700 million — on stock held by non-affiliates exceeds $700 million as of the prior June 30. Corporate Inf
• $0.86 — at a weighted average exercise price of $0.86 per share; 3,931,241 shares of common
• $1.77 — ise of warrants at an exercise price of $1.77 per share; 1,758,105 shares of common
• $0.12 — ppreciation rights with a base value of $0.12 per share; and 931,794 shares of commo
• $2.275 — tures at an assumed conversion price of $2.275 per share. 9 Table of Contents RIS

Filing Documents

• airsp_s1.htm (S-1) — 2642KB
• airsp_ex231.htm (EX-23.1) — 2KB
• airsp_ex107.htm (EX-FILING FEES) — 16KB
• 0001654954-24-008044.txt ( ) — 9938KB
• airsp-20240331.xsd (EX-101.SCH) — 92KB
• airsp-20240331_lab.xml (EX-101.LAB) — 486KB
• airsp-20240331_cal.xml (EX-101.CAL) — 26KB
• airsp-20240331_pre.xml (EX-101.PRE) — 409KB
• airsp-20240331_def.xml (EX-101.DEF) — 218KB
• airsp_s1_htm.xml (XML) — 1692KB

USE OF PROCEEDS

USE OF PROCEEDS 32 CAPITALIZATION 33

DILUTION

DILUTION 34 MARKET INFORMATION OF OUR SECURITIES 35

DESCRIPTION OF SECURITIES BEING OFFERED

DESCRIPTION OF SECURITIES BEING OFFERED 36

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 37 DESCRIPTION OF AIRSHIP AI'S BUSINESS 46 DIRECTORS AND EXECUTIVE OFFICERS 53

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 59 BENEFICIAL OWNERSHIP OF SECURITIES 66 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS, AND DIRECTOR INDEPENDENCE 68 DESCRIPTION OF OUR SECURITIES 72 MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS 84

UNDERWRITING

UNDERWRITING 89 EXPERTS 93 LEGAL MATTERS 93 WHERE YOU CAN FIND MORE INFORMATION 93 INDEX TO FINANCIAL STATEMENTS F-1 1 Table of Contents ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1 that we filed with the U.S. Securities and Exchange Commission (the "SEC"). You should carefully read this prospectus and any prospectus supplement, as well as additional information described under " Where You Can Find More Information ," before deciding to invest in our securities. We have not, and the underwriters have not, authorized anyone to provide any information or to make any representations other than those contained in this prospectus or in any free writing prospectuses prepared by or on behalf of us or to which we have referred you. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. This prospectus is an offer to sell only the securities offered hereby, and only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus or in any applicable free writing prospectus is current only as of its date, regardless of its time of delivery or any sale of our securities. Our business, financial condition, results of operations and prospects may have changed since that date. The information provided in this prospectus contains statistical data and estimates, including those relating to market size and competitive position of the markets in which we participate, that we obtained from our own internal estimates and research, as well as from industry and general publications and research, surveys and studies conducted by third parties. Industry publications, studies and surveys generally state that they have been obtained from sources believed to be reliable. While we believe our internal company research is reliable and the definitions of our market and industry are appropriate, neither th

Use of Proceeds

Use of Proceeds We estimate that the net proceeds from this offering will be approximately $ million, or $ million if the underwriters exercise their over-allotment option in full, after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us. We currently intend to use the net proceeds from this offering for working capital and general corporate purposes. See " Use of Proceeds " for additional information. Representative Warrants The registration statement of which this prospectus is a part also registers for sale warrants (the "Representative Warrants") to purchase shares of common stock (equal to 10% of the number of shares of common stock sold in this offering, including any shares of common stock sold to cover over-allotments, if any) to Roth Capital Partners, LLC (the "Representative"), as representative of the underwriters in the offering, as a portion of the compensation payable to the Representative in connection with this offering. The Representative Warrants will be immediately exercisable at an exercise price of $ (100% of the public offering price per share of the shares offered hereby) and expire on the fifth anniversary of the commencement of sales of this offering. See " Underwriting " section on page 93.

Risk Factors

Risk Factors An investment in our securities involves a high degree of risk. See " Risk Factors " beginning on page 7 of this prospectus and the other information included in this prospectus for a discussion of the risk factors you should carefully consider before deciding to invest in our securities. Nasdaq Symbols Our common stock is listed on The Nasdaq Global Market under the symbol "AISP" and our public warrants are listed on The Nasdaq Capital Market under the symbol "AISPW." 8 Table of Contents The above discussion is based on 23,159,219 shares of our common stock outstanding as of June 18, 2024, and excludes, as of that date, the following: 5,189,589 shares of common stock issuable upon the exercise of stock options outstanding at a weighted average exercise price of $0.86 per share; 3,931,241 shares of common stock reserved for future grants of equity-based awards under our equity incentive plan; 16,159,012 shares of common stock issuable upon the exercise of public warrants at an exercise price of $7.80 per share; 515,000 shares of common stock issuable upon the exercise of private warrants at an exercise price of $7.80 per share; 2,689,902 shares of common stock issuable upon the exercise of warrants at an exercise price of $1.77 per share; 1,758,105 shares of common stock underlying stock appreciation rights with a base value of $0.12 per share; and 931,794 shares of common stock issuable upon the conversion of convertible debentures at an assumed conversion price of $2.275 per share. 9 Table of Contents

RISK FACTORS

RISK FACTORS An investment in our securities involves a high de

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