HMH Holding Inc. Amends IPO Registration

Ticker: HMH · Form: S-1/A · Filed: Jan 27, 2025 · CIK: 2021880

Sentiment: neutral

Topics: ipo, sec-filing, amendment

TL;DR

HMH Holding Inc. filed an S-1/A on Jan 27, 2025, moving closer to its IPO.

AI Summary

HMH Holding Inc. filed an S-1/A amendment on January 27, 2025, for its initial public offering. The company, incorporated in Delaware, operates in the Oil & Gas Machinery & Equipment sector and is based in Houston, Texas. This filing is an amendment to a previous registration statement, indicating ongoing efforts to go public.

Why It Matters

This S-1/A filing signifies HMH Holding Inc.'s continued progress towards becoming a publicly traded company, which could impact its access to capital and future growth strategies.

Risk Assessment

Risk Level: medium — As an S-1/A filing, it represents a company in the process of going public, which inherently carries market and execution risks.

Key Numbers

Key Players & Entities

FAQ

What is the primary purpose of this S-1/A filing for HMH Holding Inc.?

This S-1/A filing is an amendment to HMH Holding Inc.'s registration statement, indicating progress in their process to become a publicly traded company through an initial public offering (IPO).

When was this amendment filed with the SEC?

This amendment (S-1/A) was filed with the SEC on January 27, 2025.

What industry does HMH Holding Inc. operate in?

HMH Holding Inc. operates in the OIL & GAS FILED MACHINERY & EQUIPMENT sector, with a Standard Industrial Classification code of 3533.

Who is listed as an agent for service for HMH Holding Inc.?

Dwight W. Rettig is listed as the General Counsel and agent for service for HMH Holding Inc.

What are the principal executive offices of HMH Holding Inc.?

The principal executive offices of HMH Holding Inc. are located at 3300 North Sam Houston Parkway East, Houston, Texas 77032.

Filing Stats: 4,537 words · 18 min read · ~15 pages · Grade level 12.4 · Accepted 2025-01-27 17:00:19

Key Financial Figures

Filing Documents

Use of proceeds

Use of proceeds 87 Dividend policy 89 Capitalization 90

Managements discussion and analysis of financial condition and results of operations

Managements discussion and analysis of financial condition and results of operations 93 Industry overview 120

Business

Business 130 Management 161

Executive compensation

Executive compensation 169

Security ownership of certain beneficial owners and management

Security ownership of certain beneficial owners and management 182 Corporate reorganization 184 Certain relationships and related party transactions 191

Description of capital stock

Description of capital stock 202 Shares eligible for future sale 206 Certain ERISA considerations 209 Material U.S. federal income tax considerations for non-U.S. holders 212

Underwriting

Underwriting 217 Legal matters 228 Experts 228 Where you can find additional information 228 Glossary of selected terms A-1 Index to consolidated financial statements F-1 i Table of Contents About this prospectus We have not, and the underwriters have not, authorized any other person to provide you with information different from that contained in this prospectus and any free writing prospectus. We and the underwriters take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. We are not, and the underwriters are not, making an offer to sell the securities described herein in any jurisdiction where an offer or sale is not permitted. The information in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or any sale of our Class A common stock. Our business, financial condition, results of operations and prospects may have changed since that date. This prospectus contains forward-looking statements that are subject to a number of risks and uncertainties, many of which are beyond our control. See Risk factors and Cautionary statement regarding forward-looking statements. Presentation of financial and operating data HMH Inc. (as defined herein) was formed on April 29, 2024, and has not conducted and will not conduct any material business operations prior to the completion of the transactions described under Corporate reorganization other than certain activities related to this offering. Our predecessor consists of HMH B.V. (as defined herein) and its subsidiaries on a consolidated basis. Unless otherwise indicated, the historical consolidated financial and operating information included in this prospectus presents the historical financial and operating information of HMH B.V. Historical financial and operating information is not indicative of the results that may be expected in any future period

forward-looking statements in this prospectus

forward-looking statements in this prospectus. ii Table of Contents Trademarks and trade names We own or have rights to various trademarks, service marks and trade names that we use in connection with the operation of our business. This prospectus may also contain trademarks, service marks and trade names of third parties, which are the property of their respective owners. Our use or display of third parties trademarks, service marks, trade names or products in this prospectus is not intended to, and does not imply, a relationship with, or endorsement or sponsorship by, us or such third parties. Solely for convenience, the trademarks and service marks referred to in this prospectus may appear without the ® , TM or SM symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or the right of the applicable licensor to these trademarks and service marks. iii Table of Contents Summary This summary provides a brief overview of information contained elsewhere in this prospectus. This summary does not contain all of the information that you should consider before making an investment decision with respect to our Class A common stock. You should read the entire prospectus carefully, including the consolidated financial statements and related notes thereto included elsewhere in this prospectus. Unless indicated otherwise, the information presented in this prospectus assumes (i) an initial public offering price of $ per share of Class A common stock (the midpoint of the price range set forth on the cover page of this prospectus), (ii) that the underwriters do not exercise their option to purchase additional shares of Class A common stock, and (iii) other than in the consolidated financial

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