Heritage Distilling S-1/A Amendment Filed

TL;DR

Heritage Distilling updated its S-1 filing on 8/28. Looks like they're still prepping for an IPO/offering.

AI Summary

Heritage Distilling Holding Company, Inc. filed an S-1/A amendment on August 28, 2024, for its registration statement. The company, incorporated in Delaware with its principal executive offices in Gig Harbor, Washington, is seeking to register securities under the Securities Act of 1933. This filing is an amendment to a previous registration, indicating ongoing efforts to go public or issue new securities.

Why It Matters

This S-1/A filing signifies Heritage Distilling Holding Company's continued progress towards a public offering or other securities registration, which could impact its capital structure and future growth opportunities.

Risk Assessment

Risk Level: medium — S-1/A filings are typically associated with initial public offerings or significant securities issuances, which inherently carry market and execution risks.

Key Numbers

• 333-279382 — SEC File Number (Identifies the specific registration statement with the SEC.)
• 253-509-0008 — Business Phone (Contact number for the company's principal executive offices.)

Key Players & Entities

• Heritage Distilling Holding Company, Inc. (company) — Registrant
• August 28, 2024 (date) — Filing Date
• 333-279382 (registration_number) — SEC File Number
• Justin Stiefel (person) — Chief Executive Officer
• Gig Harbor, Washington (location) — Principal Executive Offices

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
• $0 — mon stock is sold in this offering less $0. 0 1. The Common Warrants will be immed
• $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.

Filing Documents

• ea0200109-05.htm (S-1/A) — 9175KB
• ea020010905ex3-5_heritage.htm (EX-3.5) — 214KB
• ea020010905ex4-1_heritage.htm (EX-4.1) — 7KB
• ea020010905ex4-4_heritage.htm (EX-4.4) — 42KB
• ea020010905ex4-8_heritage.htm (EX-4.8) — 97KB
• ea020010905ex10-5_heritage.htm (EX-10.5) — 143KB
• ea020010905ex10-10_heritage.htm (EX-10.10) — 142KB
• ea020010905ex23-1_heritage.htm (EX-23.1) — 2KB
• ea020010905ex-fee_heritage.htm (EX-FILING FEES) — 49KB
• ex10-10_001.jpg (GRAPHIC) — 4KB
• tcover_001.jpg (GRAPHIC) — 3681KB
• theritage_logo.jpg (GRAPHIC) — 66KB
• 0001213900-24-073448.txt ( ) — 15042KB

Risk Factors

Risk Factors   13 Cautionary Note Regarding Forward-Looking Statements   49

Use of Proceeds

Use of Proceeds   51 Dividend Policy   53 Capitalization   54

Dilution

Dilution   57 Management’s Discussion and Analysis of Financial Condition and Results of Operation   60

Business

Business   88 Management   103

Executive Compensation

Executive Compensation   110 Principal Stockholders   119 Certain Relationships and Related Party Transactions   121

Description of Capital Stock

Description of Capital Stock   123 Shares Eligible for Future Sale   127

Underwriting

Underwriting   131 Legal matters   135 Experts   135 Where You Can Find More Information   135 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 reflec

View Full Filing

View this S-1/A filing on SEC EDGAR