Tianci International Files S-1/A Amendment with Q3 Financials

TL;DR

Tianci Intl (CIIT) dropped Q3 financials in S-1/A. Check it.

AI Summary

Tianci International, Inc. filed an S-1/A amendment on December 10, 2024, detailing financial results for the third quarter ending October 31, 2024. The filing includes financial data for Global Logistics Services and Other Revenue segments, as well as common shares and preferred stock details. This amendment updates previous filings and provides a more current financial picture for the company.

Why It Matters

This filing provides updated financial information for Tianci International, Inc., crucial for investors to assess the company's performance and make informed decisions.

Risk Assessment

Risk Level: medium — The company has a history of name changes and is filing an S-1/A, indicating potential ongoing adjustments or disclosures relevant to its public offering or reporting status.

Key Numbers

• Q3 2024 — Financial Period (Updated financial data for this period is presented in the S-1/A.)
• October 31, 2024 — Quarter End Date (The most recent financial reporting period covered by the amendment.)

Key Players & Entities

• Tianci International, Inc. (company) — Filer of the S-1/A amendment
• Steampunk Wizards, Inc. (company) — Former company name
• FREEDOM PETROLEUM INC. (company) — Former company name
• 0001557798 (company) — Central Index Key for Tianci International, Inc.
• 20241210 (date) — Filing date of the S-1/A amendment
• 2024-10-31 (date) — End of the third fiscal quarter reported
• 2024-07-31 (date) — End of the second fiscal quarter reported

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
• $3.99 — ted sale price for our common stock was $3.99 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_s1a5.htm (S-1/A) — 2140KB
• tianci_ex0101.htm (EX-1.1) — 275KB
• tianci_ex0501.htm (EX-5.1) — 8KB
• tianci_ex0801.htm (EX-8.1) — 8KB
• tianci_ex2301.htm (EX-23.1) — 2KB
• tianci_ex2302.htm (EX-23.2) — 3KB
• tianci_ex9904.htm (EX-99.4) — 36KB
• tianci_ex9905.htm (EX-99.5) — 28KB
• image_010.jpg (GRAPHIC) — 3KB
• image_026.jpg (GRAPHIC) — 11KB
• 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_014.jpg (GRAPHIC) — 4KB
• image_016.jpg (GRAPHIC) — 9KB
• image_015.jpg (GRAPHIC) — 3KB
• image_007.gif (GRAPHIC) — 8KB
• image_019.jpg (GRAPHIC) — 7KB
• 0001683168-24-008622.txt ( ) — 7059KB
• ciit-20241031.xsd (EX-101.SCH) — 35KB
• ciit-20241031_cal.xml (EX-101.CAL) — 38KB
• ciit-20241031_def.xml (EX-101.DEF) — 157KB
• ciit-20241031_lab.xml (EX-101.LAB) — 264KB
• ciit-20241031_pre.xml (EX-101.PRE) — 249KB
• tianci_s1a5_htm.xml (XML) — 474KB

RISK FACTORS

RISK FACTORS 17 A CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 44

USE OF PROCEEDS

USE OF PROCEEDS 45 DIVIDEND POLICY 46 MARKET PRICE 46 CAPITALIZATION 46

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

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 49 DESCRIPTION OF BUSINESS 59 INDUSTRY AND MARKET OPPORTUNITIES 68 REGULATIONS 79 MANAGEMENT 85

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 89 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 92

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 94 PRINCIPAL STOCKHOLDERS 100 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TO NON-U.S. HOLDERS 102 SHARES ELIGIBLE FOR FUTURE SALE 106

UNDERWRITING

UNDERWRITING 107 LEGAL MATTERS 117 EXPERTS 117 CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT 117 WHERE YOU CAN FIND MORE INFORMATION 118 INDEX TO FINANCIAL STATEMENTS F-1 PRELIMINARY RESALE PROSPECTUS R-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 o

View Full Filing

View this S-1/A filing on SEC EDGAR