Beneficient Files S-1 Registration Statement
Ticker: BENFW · Form: S-1 · Filed: Oct 22, 2024 · CIK: 1775734
Sentiment: neutral
Topics: S-1, registration-statement, finance-services
TL;DR
Beneficient just filed an S-1. Big news for investors.
AI Summary
Beneficient, formerly Beneficient Co Group, L.P., filed an S-1 form on October 22, 2024. The company, incorporated in Nevada with its principal office in Dallas, Texas, operates in the finance services sector. This filing indicates a significant corporate action, likely an initial public offering or a major restructuring, as it's a standard S-1 registration statement.
Why It Matters
This S-1 filing by Beneficient signals a potential public offering or significant corporate event, which could impact its investors and the broader financial services market.
Risk Assessment
Risk Level: medium — S-1 filings often precede significant corporate events like IPOs, which carry inherent market and execution risks.
Key Numbers
- 333-282760 — SEC File Number (Identifies this specific S-1 filing with the SEC.)
- 241384611 — Film Number (Internal SEC processing number for the filing.)
Key Players & Entities
- Beneficient (company) — Filer of the S-1 registration statement.
- Beneficient Co Group, L.P. (company) — Former name of the company.
- 2024-10-22 (date) — Date the S-1 filing was made.
- Dallas, Texas (location) — Location of Beneficient's principal business address.
- NV (location) — State of incorporation for Beneficient.
FAQ
What is the primary purpose of this S-1 filing for Beneficient?
The S-1 filing is a registration statement typically used to register securities for a public offering, indicating potential plans for an IPO or other significant capital raise.
When was Beneficient previously known by another name?
Beneficient was formerly known as Beneficient Co Group, L.P., with a name change occurring on May 3, 2019.
Where is Beneficient's principal place of business located?
Beneficient's principal business address is located at 325 N. Saint Paul Street, Suite 4850, Dallas, Texas 75201.
What is Beneficient's fiscal year end?
Beneficient's fiscal year ends on March 31.
What is Beneficient's Standard Industrial Classification (SIC) code?
Beneficient's SIC code is 6199, which falls under Finance Services.
Filing Stats: 4,709 words · 19 min read · ~16 pages · Grade level 15.8 · Accepted 2024-10-22 06:19:19
Key Financial Figures
- $0.001 — ares of Class A common stock, par value $0.001 ("Class A common stock") of Beneficient
- $4.0 million — "), in an aggregate principal amount of $4.0 million (the "Convertible Debentures"); 1,325
- $2.63 — A common stock at an exercise price of $2.63 we agreed to issue and sell to Yorkvill
- $250 million — eed to purchase from the Company, up to $250 million of the Company's shares of Class A comm
- $3.9 million — for an aggregate price of approximately $3.9 million. On June 20, 2024, the Company received
- $246.1 million — 27, 2023 under the SEPA. Approximately $246.1 million remains available under the SEPA. We ar
- $1 — tanding. Assuming a (i) Market Price of $1.23, the closing price of our Class A co
- $4.0 m — an aggregate principal amount of up to $4.0 million, which will be convertible into s
- $2.0 million — kville purchased and the Company issued $2.0 million in aggregate principal amount of Conver
- $3.6 million — roceeds to the Company of approximately $3.6 million. The Convertible Debentures are or will
- $1.3 million — payments of principal in the amount of $1.3 million (or such lesser amount as may then be o
- $3.018 — the Convertible Debentures) divided by $3.018 (the "Conversion Price"). The maximum a
- $2 — A common stock at an exercise price of $2.63, which shall be exercisable into Cla
- $1.23 — s price of the Class A common stock was $1.23 per share, and the last reported sales
- $0.0086 — sales price of our Public Warrants was $0.0086 per Public Warrant. We are an "emerging
Filing Documents
- forms-1.htm (S-1) — 8627KB
- ex5-1.htm (EX-5.1) — 31KB
- ex101616.htm (EX-10.16-16) — 19KB
- ex23-1.htm (EX-23.1) — 3KB
- ex107.htm (EX-FILING FEES) — 34KB
- image_001.jpg (GRAPHIC) — 5KB
- image_002.jpg (GRAPHIC) — 6KB
- image_003.jpg (GRAPHIC) — 6KB
- image_004.jpg (GRAPHIC) — 6KB
- image_005.jpg (GRAPHIC) — 202KB
- image_006.jpg (GRAPHIC) — 19KB
- image_007.jpg (GRAPHIC) — 207KB
- image_008.jpg (GRAPHIC) — 123KB
- image_009.jpg (GRAPHIC) — 162KB
- image_010.jpg (GRAPHIC) — 206KB
- image_011.jpg (GRAPHIC) — 232KB
- image_012.jpg (GRAPHIC) — 261KB
- image_013.jpg (GRAPHIC) — 243KB
- image_014.jpg (GRAPHIC) — 177KB
- image_015.jpg (GRAPHIC) — 92KB
- image_016.jpg (GRAPHIC) — 242KB
- image_017.jpg (GRAPHIC) — 155KB
- forms-1a_001.jpg (GRAPHIC) — 753KB
- ex5-1_001.jpg (GRAPHIC) — 15KB
- ex5-1_002.jpg (GRAPHIC) — 6KB
- 0001493152-24-041845.txt ( ) — 36051KB
- benf-20240630.xsd (EX-101.SCH) — 148KB
- benf-20240630_cal.xml (EX-101.CAL) — 105KB
- benf-20240630_def.xml (EX-101.DEF) — 770KB
- benf-20240630_lab.xml (EX-101.LAB) — 931KB
- benf-20240630_pre.xml (EX-101.PRE) — 816KB
- forms-1_htm.xml (XML) — 5690KB
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 79
BUSINESS
BUSINESS 143 DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 178
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 188 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 210
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 237 DESCRIPTION OF SECURITIES 241 SELLING SECURITY HOLDER 280 PLAN OF DISTRIBUTION 288 LEGAL MATTERS 293 EXPERTS 294 WHERE YOU CAN FIND ADDITIONAL INFORMATION 295 INDEX TO FINANCIAL STATEMENTS F-1 i Table of Contents ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1 that we filed with SEC using a "shelf" registration process. The Selling Stockholders may, from time to time, sell the securities described in this prospectus. You should rely only on the information provided in this prospectus, as well as the information incorporated by reference into this prospectus and any applicable prospectus supplement. Neither we nor the Selling Stockholders have authorized anyone to provide you with different information. Neither we nor the Selling Stockholders have authorized anyone to provide you with any information or to make any representations other than those contained in this prospectus or any applicable prospectus supplement or any free writing prospectuses prepared by or on behalf of us or to which we have referred you. Neither we nor the Selling Stockholders take responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. You should not assume that the information in this prospectus or any applicable prospectus supplement is accurate as of any date other than the date of the applicable document. Since the date of this prospectus and the documents incorporated by reference into this prospectus, our business, financial condition, results of operations and prospects may have changed. Neither we nor the Selling Stockholders will make an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. We may also provide a prospectus supplement or post-effective amendment to the registration statement to add information to,