Kenilworth Systems Corp. Files S-1/A Amendment

TL;DR

Kenilworth Systems Corp. updated its S-1/A with 2023 financials. Check the 10-K/A for details.

AI Summary

Kenilworth Systems Corp. filed an S-1/A amendment on August 13, 2024, to include its audited financial statements for the year ended December 31, 2023, which were previously filed in an amended 10-K/A on March 14, 2024. The company, incorporated in Wyoming, operates in the amusement and recreation services sector.

Why It Matters

This filing updates the company's registration statement with crucial financial data, providing investors with the latest financial performance and position of Kenilworth Systems Corp.

Risk Assessment

Risk Level: low — The filing is an amendment to include previously disclosed financial information, not a new offering or significant corporate event, suggesting low immediate risk.

Key Numbers

• 333-278419 — SEC File Number (Identifies the specific registration filing with the SEC.)
• 2023-12-31 — Fiscal Year End (Indicates the period for which financial statements are included.)

Key Players & Entities

• KENILWORTH SYSTEMS CORP (company) — Filer
• 333-278419 (dollar_amount) — SEC File Number
• 20240813 (date) — Filing Date
• December 31, 2023 (date) — Fiscal Year End
• 721 BEACH STREET (location) — Business Address
• DAYTONA BEACH (location) — Business City
• FL (location) — Business State
• 32114 (location) — Business Zip

FAQ

Key Financial Figures

• $0.01 — 1,228 shares of common stock, par value $0.01 per share (the "Common Stock" and, such
• $0.20 — ed sales price for our Common Stock was $0.20 per share. An investment in our securi
• $300,000,000 — ecured Promissory Note in the amount of $300,000,000 to ACL Group, Inc. During the six-month
• $500,000.00 — recurring as a perpetual license fee of $500,000.00 paid per terms of invoice as well as 5,
• $137,250 — ovided by ACL's support team amount was $137,250. In January, 2023, the Company's manag
• $25,000 — dent of the Company, Dan W. Snyder, for $25,000 in consideration paid. Our executive o

Filing Documents

• kens_s1a.htm (S-1/A) — 701KB
• kens_ex51.htm (EX-5.1) — 8KB
• kens_ex211.htm (EX-21.1) — 1KB
• kens_ex231.htm (EX-23.1) — 3KB
• kens_ex51img3.jpg (GRAPHIC) — 3KB
• kens_ex51img4.jpg (GRAPHIC) — 3KB
• kens_ex231img2.jpg (GRAPHIC) — 13KB
• 0001477932-24-004717.txt ( ) — 1847KB
• kens-20231231.xsd (EX-101.SCH) — 15KB
• kens-20231231_lab.xml (EX-101.LAB) — 92KB
• kens-20231231_cal.xml (EX-101.CAL) — 22KB
• kens-20231231_pre.xml (EX-101.PRE) — 68KB
• kens-20231231_def.xml (EX-101.DEF) — 33KB
• kens_s1a_htm.xml (XML) — 94KB

RISK FACTORS

RISK FACTORS 11 ACQUISITION OF REGENECELL, INC. PRIVATE PLACEMENTS OF SHARES OF COMMON STOCK 52 MARKET PRICE AND DIVIDEND INFORMATION 16

USE OF PROCEEDS

USE OF PROCEEDS 16

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

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 17 CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 72

BUSINESS

BUSINESS 22 MANAGEMENT 24

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 26 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 26 SELLING STOCKHOLDERS 27 PLAN OF DISTRIBUTION 28

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 31 LEGAL MATTERS 32 EXPERTS 32 WHERE YOU CAN FIND MORE INFORMATION 32 INDEX TO FINANCIAL STATEMENTS F-1 4 Table of Contents ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1/A that we filed with the SEC using a "shelf" registration process. Under this shelf registration process, the Selling Stockholders may, from time to time, offer and sell the securities described in this prospectus in one or more offerings. Information about the Selling Stockholders may change over time. This prospectus provides you with a general description of the shares the Selling Stockholders may offer. Each time the Selling Stockholders sell our shares of Common Stock using this prospectus, to the extent necessary and required by law, we will provide a prospectus supplement that will contain specific information about the terms of that offering, including the number of shares of Common Stock being offered, the manner of distribution, the identity of any underwriters or other counterparties and other specific terms related to the offering. The prospectus supplement may also add, update or change information contained in this prospectus. To the extent that any statement made in a prospectus supplement is inconsistent with statements made in this prospectus, the statements made in this prospectus will be deemed modified or superseded by those made in the prospectus supplement. You should read this prospectus and any applicable prospectus supplement before making an investment in shares of our Common Stock. See " Where You Can Find More Information " for more information. Neither we nor the Selling Stockholders have authorized anyone to give any information or to make any representation other than those contained in this prospectus. The Selling Stockholders are offering to sell, and seeking offers to buy, our securities only in jurisdictions where it is lawful to do so. We have not authorized anyone to provid

Use of Proceeds

Use of Proceeds We are not selling any securities under this prospectus and will not receive any of the proceeds from the sale by the Selling Stockholders of the Common Stock.

Risk Factors

Risk Factors You should read the section titled " Risk Factors " located elsewhere in this prospectus for a discussion of the risks, uncertainties and other factors to consider carefully before deciding to invest in shares of our Common Stock. OTC Markets Pink Sheet symbol: Our Common Stock is listed on the OTC Markets Pink Sheets under the symbol "KENS." For additional information concerning the offering, see the section titled " Plan of Distribution ." 9 Table of Contents SUMMARY OF RISK FACTORS risks associated with the possible failure to realize certain anticipated benefits of the acquisition of a controlling interest in Regenecell, Inc., including with respect to future financial and operating results; the effect of the completion of the Merger on our business relationships, operating results and business generally; expectations regarding the strategies, prospects, plans, expectations and objectives of our management for future operations of the Company following the closing of the Regenecell, Inc. acquisition in September 2023; risks associated with our ability to manage expenses and unanticipated spending and costs that could reduce our cash resources; risks related to our ability to correctly estimate our operating expenses and other events; changes in capital resource requirements; unexpected costs, charges or expenses resulting from the expansion of Regenecell, Inc. business operations; legislative, regulatory, political, geopolitical and macroeconomic developments beyond our control, including inflationary pressures, general economic slowdown or a recession, high interest rates, changes in monetary policy, instability in financial institutions, the prospect of a shutdown of the U.S. federal government, the ongoing conflict in Ukraine, conflict in the Middle East and rising tensions between China and Taiwan; success in retaining, recruiting or changes in, our officers, key employees or directors; the liquidity and trading of our secur

View Full Filing

View this S-1/A filing on SEC EDGAR