Heritage Distilling Files S-1/A Amendment

TL;DR

Heritage Distilling Holding Co. filed an S-1/A amendment, moving closer to a potential IPO.

AI Summary

Heritage Distilling Holding Company, Inc. filed an S-1/A amendment on July 5, 2024, for its registration statement. The company, incorporated in Delaware with its principal executive offices in Gig Harbor, Washington, is in the beverages industry. This filing is an amendment to their initial registration, indicating ongoing efforts to go public or adjust previous filings.

Why It Matters

This filing is a step in Heritage Distilling's process to become a publicly traded company, which could impact its access to capital and future growth strategies.

Risk Assessment

Risk Level: medium — S-1/A filings are typically associated with the uncertainties and risks inherent in the IPO process and the company's specific business operations.

Key Numbers

• 333-279382 — SEC File Number (Identifies the specific registration filing with the SEC.)
• 1231 — Fiscal Year End (Indicates the end of the company's financial reporting year.)

Key Players & Entities

• Heritage Distilling Holding Company, Inc. (company) — Registrant
• July 5, 2024 (date) — Filing Date
• 333-279382 (registration_number) — SEC Registration Number
• Gig Harbor, Washington (location) — Principal Executive Offices
• Justin Stiefel (person) — Chief Executive Officer

FAQ

Key Financial Figures

• $4.50 — are of our common stock will be between $4.50 and $5.50. We have applied to list our
• $5.50 — common stock will be between $4.50 and $5.50. We have applied to list our common sto
• $0.01 — rrants”) at an exercise price of $0.01 per share. The Common Warrants will be
• $288 billion — rapidly -growing segment of the overall $288 billion spirits market. According to the Americ
• $17.7 billion — irits segment had revenues of more than $17.7 billion in 2021 and is estimated to grow at a c
• $66.0 billion — rate (“CAGR”) of 30.6% to $66.0 billion in 2026. We believe we are well positio
• $125 — artist. Each bottle currently sells for $125, of which $10 is donated to our non -pr
• $10 — ttle currently sells for $125, of which $10 is donated to our non -profit partners.
• $1,000,000 — ooms and online, representing more than $1,000,000 in retail revenue. In May 2024, we laun
• $95 — ing charities. These bottles retail for $95 each, plus taxes and shipping (if shipp

Filing Documents

• ea0200109-03.htm (S-1/A) — 9174KB
• ea020010903ex3-4_heritage.htm (EX-3.4) — 56KB
• ea020010903ex3-7_heritage.htm (EX-3.7) — 16KB
• ea020010903ex3-8_heritage.htm (EX-3.8) — 59KB
• ea020010903ex4-3_heritage.htm (EX-4.3) — 36KB
• ea020010903ex4-7_heritage.htm (EX-4.7) — 82KB
• ea020010903ex4-9_heritage.htm (EX-4.9) — 81KB
• ea020010903ex10-5_heritage.htm (EX-10.5) — 132KB
• ea020010903ex23-1_heritage.htm (EX-23.1) — 2KB
• ea020010903ex-fee_heritage.htm (EX-FILING FEES) — 49KB
• theritage_logo.jpg (GRAPHIC) — 66KB
• tcover_001.jpg (GRAPHIC) — 3681KB
• theritage_logo1.jpg (GRAPHIC) — 66KB
• 0001213900-24-059237.txt ( ) — 14942KB

Risk Factors

Risk Factors   13 Cautionary Note Regarding Forward-Looking Statements   48

Use of Proceeds

Use of Proceeds   50 Dividend Policy   52 Capitalization   53

Dilution

Dilution   56 Management’s Discussion and Analysis of Financial Condition and Results of Operation   59

Business

Business   87 Management   102

Executive Compensation

Executive Compensation   109 Principal Stockholders   118 Certain Relationships and Related Party Transactions   120

Description of Capital Stock

Description of Capital Stock   122 Shares Eligible for Future Sale   126

Underwriting

Underwriting   130 Legal matters   134 Experts   134 Where You Can Find More Information   134 Index to Financial Statements   F-1 i Table of Contents ABOUT THIS PROSPECTUS The registration statement of which this prospectus forms a part, which we have filed with the Securities and Exchange Commission (the “SEC”), includes exhibits that provide more detail on the matters discussed in this prospectus. You should read this prospectus and the related exhibits filed with the SEC together with the additional information described under the heading “Where You Can Find More Information.” You should rely only on the information contained in this prospectus. We have not, and the underwriters have not, authorized anyone to provide you with information different from, or in addition to, that contained in this prospectus or any related free writing prospectus. This prospectus is an offer to sell only the securities offered hereby but only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus is current only as of its date. Our business, financial condition, results of operations , and prospects may have changed since that date. We are not offering to sell or seeking offers to purchase these securities in any jurisdiction where the offer or sale is not permitted. We have not done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons outside the jurisdiction of the United States who come into possession of this prospectus are required to inform themselves about and to observe any restrictions relating to this offering and the distribution of this prospectus applicable to that jurisdiction. Unless otherwise noted, the share and per share information in this prospectus refle

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View this S-1/A filing on SEC EDGAR