Mobix Labs Files S-1/A Amendment

TL;DR

Mobix Labs S-1/A filed. IPO incoming?

AI Summary

Mobix Labs, Inc. filed an S-1/A amendment on June 5, 2024, for its registration statement. The company, formerly known as Chavant Capital Acquisition Corp. until April 6, 2021, is based in Irvine, California, and operates in the semiconductors and related devices industry. This filing is an amendment to their initial registration statement.

Why It Matters

This S-1/A filing indicates Mobix Labs is moving forward with its public offering plans, which could lead to increased liquidity and capital for the company's growth in the semiconductor sector.

Risk Assessment

Risk Level: medium — As an S-1/A filing, it signifies a company pursuing an IPO, which inherently carries market and execution risks.

Key Numbers

• 333-278710 — SEC File Number (Identifies the specific registration statement)
• 0001855467 — Central Index Key (Unique identifier for the company in SEC filings)

Key Players & Entities

• MOBIX LABS, INC (company) — Registrant
• Chavant Capital Acquisition Corp. (company) — Former company name
• 20210406 (date) — Date of name change
• June 5, 2024 (date) — Filing date
• 15420 Laguna Canyon Road, Suite 100 Irvine, California 92618 (address) — Principal executive offices
• Keyvan Samini (person) — President and Chief Financial Officer

FAQ

Key Financial Figures

• $0.00001 — of our Class A common stock, par value $0.00001 per share ("Class A Common Stock") and
• $10.00 — ing Securityholders based on a value of $10.00 per share of common stock, however, the
• $0.0001 — Mobix, purchase prices of approximately $0.0001 to $6.84 per share of Class A Common St
• $6.84 — hase prices of approximately $0.0001 to $6.84 per share of Class A Common Stock; up
• $0.17 — ity Award Shares at prices ranging from $0.17 to $6.84 per share of Class A Common St
• $0.01 — the Legacy Warrant Shares at a price of $0.01 per share of Class A Common Stock; up
• $0.009 — chase price equivalent to approximately $0.009 per share of Class A Common Stock; up
• $1.00 — ts were acquired at a purchase price of $1.00 per Private Placement Warrant; up to 3
• $5.79 — e one share of Class A Common Stock for $5.79 per share. When the market price for ou
• $2.29 — mon Stock as reported on the Nasdaq was $2.29 per share and the last sale price of th
• $0.15 — Warrants as reported on the Nasdaq was $0.15 per warrant. Based on such sale price
• $2.28 — potential profit of up to approximately $2.28 per share. Other securityholders, inclu

Filing Documents

• ea0203590-02.htm (S-1/A) — 11200KB
• ea020359002ex5-1_mobix.htm (EX-5.1) — 21KB
• ea020359002ex23-1_mobix.htm (EX-23.1) — 2KB
• ea020359002ex23-2_mobix.htm (EX-23.2) — 2KB
• tmobix_logo.jpg (GRAPHIC) — 41KB
• ex5-1_001.jpg (GRAPHIC) — 3KB
• 0001213900-24-050129.txt ( ) — 23789KB
• mobx-20240331.xsd (EX-101.SCH) — 90KB
• mobx-20240331_cal.xml (EX-101.CAL) — 51KB
• mobx-20240331_def.xml (EX-101.DEF) — 442KB
• mobx-20240331_lab.xml (EX-101.LAB) — 773KB
• mobx-20240331_pre.xml (EX-101.PRE) — 452KB
• ea0203590-02_htm.xml (XML) — 3598KB

USE OF PROCEEDS

USE OF PROCEEDS 32 MARKET PRICE OF THE CLASS A COMMON STOCK AND DIVIDENDS 33 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS 34

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

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF MOBIX LABS 39

BUSINESS

BUSINESS 56 MANAGEMENT 65 EXECUTIVE AND DIRECTOR COMPENSATION 71

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 79 SECURITIES ACT RESTRICTIONS ON RESALE OF SECURITIES 90

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 92 SELLING SECURITYHOLDERS 94 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 100 PLAN OF DISTRIBUTION 107 LEGAL MATTERS 110 EXPERTS 110 WHERE YOU CAN FIND ADDITIONAL INFORMATION 110 INDEX TO FINANCIAL STATEMENTS F-1 You should rely only on the information contained in this prospectus. No one has been authorized to provide you with information that is different from that contained in this prospectus. This prospectus is dated as of the date set forth on the cover hereof. You should not assume that the information contained in this prospectus is accurate as of any date other than that date. i Table of Contents EXPLANATORY NOTE On December 21, 2023 (the "Closing Date"), Mobix Labs, Inc., a Delaware corporation (f/k/a Chavant Capital Acquisition Corp., a Cayman Islands exempted company incorporated with limited liability) ("Mobix Labs," the "Company," "we," "us" or "our"), consummated the previously announced merger pursuant to the Business Combination Agreement, dated November 15, 2022 (as amended, the "Business Combination Agreement"), by and among the Company, CLAY Merger Sub II, Inc., a Delaware corporation and newly -formed , wholly -owned direct subsidiary of Chavant ("Merger Sub"), and Legacy Mobix, following the approval at an extraordinary general meeting of the Company's shareholders held on December 18, 2023 (the "Special Meeting"). Pursuant to the terms of the Business Combination Agreement, the Company changed its jurisdiction of incorporation by deregistering as an exempted company incorporated with limited liability in the Cayman Islands and continuing and domesticating as a corporation incorporated under the laws of the State of Delaware (the "Domestication"), upon which the Company changed its name to "Mobix Labs, Inc.," and a business combination between the Company and Legacy Mobix was effected through the merger of Merger Sub with and into Legacy Mobix, with

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View this S-1/A filing on SEC EDGAR