Kaya Holdings Files S-1/A Amendment

Ticker: KAYS · Form: S-1/A · Filed: Dec 11, 2024 · CIK: 1530746

Sentiment: neutral

Topics: amendment, regulatory-compliance, pharmaceuticals

Related Tickers: KAYS

TL;DR

Kaya Holdings (KAYS) filed an S-1/A amendment for regulatory compliance. No major business changes disclosed yet.

AI Summary

Kaya Holdings, Inc. filed an S-1/A amendment on December 11, 2024, to comply with regulations. The company, formerly Alternative Fuels Americas, Inc., is incorporated in Delaware and operates in the Pharmaceutical Preparations sector. Its fiscal year ends on December 31.

Why It Matters

This filing indicates regulatory compliance efforts by Kaya Holdings, Inc., which could impact its operational status and future disclosures.

Risk Assessment

Risk Level: low — The filing is an amendment to comply with regulations, not a material event like a new offering or significant financial change.

Key Numbers

Key Players & Entities

FAQ

What specific regulations does this S-1/A amendment aim to comply with?

The filing states it is to "comply with regulations" but does not specify which ones in the provided text.

When was Kaya Holdings, Inc. formerly known as Alternative Fuels Americas, Inc.?

The date of the name change from Alternative Fuels Americas, Inc. to Kaya Holdings, Inc. was January 25, 2012.

What is Kaya Holdings, Inc.'s Standard Industrial Classification (SIC) code?

Kaya Holdings, Inc. is classified under SIC code 2834, which corresponds to Pharmaceutical Preparations.

What is the business address of Kaya Holdings, Inc.?

The business address is 915 Middle River Drive, Suite 316, Fort Lauderdale, FL 33304.

What is the SEC file number associated with this filing?

The SEC file number for this filing is 333-283570.

Filing Stats: 4,610 words · 18 min read · ~15 pages · Grade level 16.3 · Accepted 2024-12-11 16:23:29

Key Financial Figures

Filing Documents

BUSINESS

BUSINESS 21 MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS 39 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 40 MANAGEMENT 45 EXECUTIVE COMPENSATION 47 SECURITY 48 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 49 DESCRIPTION OF CAPITAL STOCK 50 LEGAL MATTERS 50 EXPERTS 51 AVAILABLE INFORMATION 51 DISCLOSURE OF SEC POSITION ON INDEMNIFICATION FOR SECURITIES ACT LIABILITIES 51 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS 52 Unless the context otherwise requires, the terms " the Company ," " KAYS ," " we ," " us " or " our " refer to Kaya Holdings, Inc. and where appropriate, its subsidiaries. ABOUT THIS PROSPECTUS This prospectus is part of a registration statement that we filed with the Securities and Exchange Commission (the " SEC ") using the SEC's registration rules for a delayed or continuous offering and sale of securities. Under the registration rules, using this prospectus and, if required, one or more prospectus supplements, the selling stockholders named herein may distribute the shares of common stock covered by this prospectus. This prospectus also covers any shares of common stock that may become issuable as a result of stock splits, stock dividends or similar transactions. A prospectus supplement may add, update or change information contained in this prospectus. You should rely only on the information contained in this prospectus. We have not authorized any dealer, salesperson or other person to provide you with information concerning us, except for the information contained in this prospectus. The information contained in this prospectus is complete and accurate only as of the date on the front cover page of this prospectus, regardless when the time of delivery of this prospectus or the sale of any common stock. This prospectus is not an offer to sell, nor is it a solicitation of an offer to buy, our common

forward-looking statements. Words such as " may ," " could ," " should ," " would ,"

forward-looking statements. Words such as " may ," " could ," " should ," " would ," " believe ," " expec t," " expectation ," " anticipate ," " estimate ," " intend ," " seeks ," " plan ," " project ," " continue ," " predict ," " will ," " should " and other words or expressions of similar meaning are intended by us to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements are found at various places throughout this prospectus. These statements are based on our current expectations about future events or results and information that is currently available to us, involve assumptions, risks, and uncertainties, and speak only as of the date on which such statements are made. Actual results and outcomes may differ materially from those expressed or implied in these forward-looking statements. Factors that may cause such a difference include, but are not limited to, those discussed in " Risk Factors ." Except as expressly required by the federal securities laws, we undertake no obligation to update or to publicly announce changes to any of the forward-looking statements contained herein to reflect future events, developments, changed circumstances, or for any other reason. 4 PROSPECTUS SUMMARY This summary provides an overview of all material information contained in this prospectus. It does not contain all the information you should consider before making a decision to purchase the shares our selling stockholders are offering. You should very carefully and thoroughly read the more detailed information in this prospectus and review our financial statements and all other information that is incorporated by reference in this prospectus. Business Overview KAYS is a holding company focusing on wellness and mental health through operations in psychedelic treatment clinics, medical and recreational cannabis, and CBD products. In 2014, KAYS became the first US public compa

RISK FACTORS

RISK FACTORS The shares of our common stock being offered for resale by the selling stockholders are highly speculative in nature, involve a high degree of risk and should be purchased only by persons who can afford to lose the entire amount invested in the common stock. Before purchasing any of the shares of common stock, you should carefully consider the following factors relating to our business and prospects. If any of the following risks actually occurs, our business, financial condition or operating results could be materially adversely affected. In such case, you may lose all or part of your investment. You should carefully consider the risks described below and the other information in this process before investing in our common stock. Risks Related to the Company's Business We have incurred significant losses, have limited cash on hand and there is substantial doubt as to our ability to continue as a going concern . The Company incurred net income (losses) of $1,609,697 and $(3,576,614) for the years ended December 31, 2023 and December 31, 2022, respectively and $(3,139,691) and $1,368,016 for the nine months ended September 30, 2024 and September 30, 2023 . In addition, the Company had accumulated deficits of $36,462,263, $38,071,960, $39,601,954 and $36,703,944 at December 31, 2023, December 31, 2022, September 30, 2024 and September 30, 2023, respectively, accumulated stockholders (deficit) equity of ($15,750,488), ($17,603,741), ($18,161,136) and ($15,988,131) at December 31, 2023, December 31, 2022, September 30, 2024 and September 30, 2023, respectively, and had a working capital position of ($7,307,979), ($10,359,344), ($8,999,190) and $(7,647,743) at December 31, 2023, December 31, 2022, September 30, 2024 and September 30, 2023, respectively. In their report for the year ended December 31, 2023, our auditors have expressed that there is substantial doubt as to our ability to continue as a going concern. We have incurred operating losses si

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