Tianci International Files S-1/A Amendment

TL;DR

Tianci Intl (CIIT) filed S-1/A with updated Q3 financials. Check it out.

AI Summary

Tianci International, Inc. filed an S-1/A amendment on September 5, 2024, to update its financial information, including results for the period ending April 30, 2024. The company, formerly known as FREEDOM PETROLEUM INC. and Steampunk Wizards, Inc., is incorporated in Nevada and operates in the computer communications equipment sector.

Why It Matters

This filing provides updated financial disclosures for Tianci International, Inc., which is crucial for investors to assess the company's current financial health and performance.

Risk Assessment

Risk Level: medium — The S-1/A filing indicates a company undergoing financial reporting updates, which can sometimes precede significant corporate actions or signal ongoing financial scrutiny.

Key Numbers

• 0731 — Fiscal Year End (Indicates the end of the company's annual reporting period.)
• 2024-04-30 — Financial Reporting Period End (Latest financial data included in the amendment.)

Key Players & Entities

• Tianci International, Inc. (company) — Filer of the S-1/A amendment
• FREEDOM PETROLEUM INC. (company) — Former company name
• Steampunk Wizards, Inc. (company) — Former company name
• 0001683168-24-006211 (dollar_amount) — Accession number for the filing
• 20240905 (dollar_amount) — Filing date

FAQ

Key Financial Figures

• $0.0001 — 0,000 shares of common stock, par value $0.0001 per share, of Tianci International, Inc
• $4 — e public offering price will be between $4 and $5 per share. Our common stock is
• $5 — c offering price will be between $4 and $5 per share. Our common stock is current
• $4.30 — ted sale price for our common stock was $4.30 per share. We have applied to list our
• $4.50 — full, and assuming an offering price of $4.50 per share of common stock, which is the
• $11.2 million — ons and expenses, will be approximately $11.2 million. The lead underwriter expects to deliv

Filing Documents

• tianci_s1a2.htm (S-1/A) — 2202KB
• tianci_ex1008.htm (EX-10.8) — 35KB
• tianci_ex2301.htm (EX-23.1) — 2KB
• tianci_ex9901.htm (EX-99.1) — 28KB
• tianci_ex107.htm (EX-FILING FEES) — 22KB
• image_010.jpg (GRAPHIC) — 3KB
• image_001.jpg (GRAPHIC) — 3KB
• image_021.jpg (GRAPHIC) — 25KB
• image_003.jpg (GRAPHIC) — 31KB
• image_004.jpg (GRAPHIC) — 34KB
• image_005.jpg (GRAPHIC) — 22KB
• image_024.jpg (GRAPHIC) — 58KB
• image_007.jpg (GRAPHIC) — 39KB
• image_025.jpg (GRAPHIC) — 75KB
• image_002.gif (GRAPHIC) — 14KB
• image_011.jpg (GRAPHIC) — 3KB
• image_026.jpg (GRAPHIC) — 11KB
• 0001683168-24-006211.txt ( ) — 6770KB
• ciit-20240430.xsd (EX-101.SCH) — 38KB
• ciit-20240430_cal.xml (EX-101.CAL) — 44KB
• ciit-20240430_def.xml (EX-101.DEF) — 139KB
• ciit-20240430_lab.xml (EX-101.LAB) — 273KB
• ciit-20240430_pre.xml (EX-101.PRE) — 238KB
• tianci_s1a2_htm.xml (XML) — 569KB

RISK FACTORS

RISK FACTORS 17 A CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 42

USE OF PROCEEDS

USE OF PROCEEDS 43 DIVIDEND POLICY 43 MARKET PRICE 44 CAPITALIZATION 44

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

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 46 DESCRIPTION OF BUSINESS 56 INDUSTRY AND MARKET OPPORTUNITIES 65 REGULATIONS 76 MANAGEMENT 82

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 87 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 89

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 91 PRINCIPAL STOCKHOLDERS 97 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TO NON-U.S. HOLDERS 98 SHARES ELIGIBLE FOR FUTURE SALE 102

UNDERWRITING

UNDERWRITING 103 LEGAL MATTERS 113 EXPERTS 113 WHERE YOU CAN FIND MORE INFORMATION 113 INDEX TO FINANCIAL STATEMENTS F-1 You should rely only on the information contained in this prospectus. We have not, and the lead underwriter has not, authorized anyone to provide you with information different from what is contained in this prospectus or in any related free writing prospectus. If anyone provides you with different or inconsistent information, you should not rely on it. We are not, and the lead underwriter is not, making an offer to sell securities in any jurisdiction where the offer or sale is not permitted. The information contained in this prospectus is accurate only as of the date on the front of this prospectus, regardless of the time of delivery of this prospectus or any sale of the securities. Our subsidiaries' business, and our financial condition, results of operations and prospects may have changed since that date. For investors outside of the United States of America (the "United States" or the "U.S."): Neither we nor the lead underwriter have done anything that would permit the Underwritten Offering or possession or distribution of this prospectus or any filed free-writing prospectus in any jurisdiction, other than the United States, where action for that purpose is required. Persons outside of the United States who come into possession of this prospectus or any filed free writing prospectus must inform themselves about, and observe any restrictions relating to, the offering of our common stock and the distribution of this prospectus or any filed free writing prospectus outside of the United States. vi Commonly Used Defined Terms Unless otherwise indicated or the context requires otherwise, references in this registration statement to: "China," "Chinese," or the "PRC" are to the People's Republic of China, including the special administrative regions of Hong Kong and Macau, and, for the purposes of this prospectus only, excluding

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View this S-1/A filing on SEC EDGAR