OneMeta Inc. Files S-1/A Amendment
Ticker: ONEI · Form: S-1/A · Filed: Jan 15, 2025 · CIK: 1388295
| Field | Detail |
|---|---|
| Company | Onemeta INC. (ONEI) |
| Form Type | S-1/A |
| Filed Date | Jan 15, 2025 |
| Risk Level | medium |
| Pages | 15 |
| Reading Time | 18 min |
| Key Dollar Amounts | $0.0001, $58.9 billion |
| Sentiment | neutral |
Sentiment: neutral
Topics: sec-filing, amendment, financials, preferred-stock
TL;DR
OneMeta (fka WebSafety) filed S-1/A on Jan 15, 2025. Updated financials for 9/30/24, 12/31/23, 12/31/22. Watch Series B-1 & A preferred stock.
AI Summary
OneMeta Inc. filed an S-1/A amendment on January 15, 2025, detailing its financial status. The company, formerly known as WebSafety, Inc., reported financial data for the periods ending September 30, 2024, December 31, 2023, and December 31, 2022. Key financial instruments mentioned include Series B-1 Convertible Preferred Stock and Series A Preferred Stock.
Why It Matters
This filing provides updated financial information and disclosures for OneMeta Inc., which is crucial for investors to assess the company's current financial health and future prospects.
Risk Assessment
Risk Level: medium — S-1/A filings often indicate a company is preparing for significant corporate actions like an IPO or major financing, which inherently carry risks.
Key Numbers
- 2024-09-30 — Reporting Period End Date (Most recent financial reporting period)
- 2023-12-31 — Reporting Period End Date (Previous fiscal year-end)
- 2022-12-31 — Reporting Period End Date (Prior fiscal year-end)
Key Players & Entities
- OneMeta Inc. (company) — Filer
- WebSafety, Inc. (company) — Former company name
- 20250115 (date) — Filing date
- 0001388295 (company) — Central Index Key
- NV (state) — State of incorporation
- 949-642-7816 (phone_number) — Business phone
- ONEI:SeriesBOneConvertiblePreferredStockMember (financial_instrument) — Preferred stock type
- us-gaap:SeriesAPreferredStockMember (financial_instrument) — Preferred stock type
FAQ
What is the primary purpose of this S-1/A filing for OneMeta Inc.?
The S-1/A filing is an amendment to a registration statement, typically indicating OneMeta Inc. is providing updated information or making changes related to a securities offering or other regulatory requirements.
When was the most recent financial data reported in this filing?
The filing includes financial data for periods ending September 30, 2024, December 31, 2023, and December 31, 2022.
What were OneMeta Inc.'s former company names?
OneMeta Inc. was formerly known as WebSafety, Inc., Blindspot Alert, Inc., and Promotions on Wheels Holdings, Inc.
In which state is OneMeta Inc. incorporated?
OneMeta Inc. is incorporated in Nevada (NV).
What specific types of preferred stock are mentioned in the filing?
The filing mentions ONEI:SeriesBOneConvertiblePreferredStockMember (Series B-1 Convertible Preferred Stock) and us-gaap:SeriesAPreferredStockMember (Series A Preferred Stock).
Filing Stats: 4,382 words · 18 min read · ~15 pages · Grade level 17.3 · Accepted 2025-01-15 17:22:08
Key Financial Figures
- $0.0001 — of common stock in this offering minus $0.0001. The Pre-Funded Warrants will be immedi
- $58.9 billion — positioned to capitalize on the growing $58.9 billion language services market (as estimated
Filing Documents
- forms-1a.htm (S-1/A) — 2578KB
- ex3-1.htm (EX-3.1) — 143KB
- ex3-2.htm (EX-3.2) — 236KB
- ex10-2.htm (EX-10.2) — 172KB
- ex10-3.htm (EX-10.3) — 298KB
- ex10-4.htm (EX-10.4) — 21KB
- ex10-5.htm (EX-10.5) — 93KB
- ex10-6.htm (EX-10.6) — 128KB
- ex21-1.htm (EX-21.1) — 2KB
- ex23-1.htm (EX-23.1) — 2KB
- ex107.htm (EX-FILING FEES) — 22KB
- forms-1_001.jpg (GRAPHIC) — 7KB
- forms-1_007.jpg (GRAPHIC) — 87KB
- forms-1_011.jpg (GRAPHIC) — 172KB
- forms-1_009.jpg (GRAPHIC) — 163KB
- forms-1_010.jpg (GRAPHIC) — 179KB
- forms-1_012.jpg (GRAPHIC) — 155KB
- forms-1_003.jpg (GRAPHIC) — 160KB
- forms-1_004.jpg (GRAPHIC) — 69KB
- forms-1_013.jpg (GRAPHIC) — 227KB
- forms-1_005.jpg (GRAPHIC) — 62KB
- forms-1_006.jpg (GRAPHIC) — 69KB
- forms-1_014.jpg (GRAPHIC) — 228KB
- forms-1_015.jpg (GRAPHIC) — 222KB
- audit_001.jpg (GRAPHIC) — 7KB
- forms-1_002.jpg (GRAPHIC) — 4KB
- ex23-1_001.jpg (GRAPHIC) — 9KB
- 0001493152-25-002433.txt ( ) — 13856KB
- onei-20240930.xsd (EX-101.SCH) — 34KB
- onei-20240930_cal.xml (EX-101.CAL) — 39KB
- onei-20240930_def.xml (EX-101.DEF) — 229KB
- onei-20240930_lab.xml (EX-101.LAB) — 330KB
- onei-20240930_pre.xml (EX-101.PRE) — 275KB
- forms-1a_htm.xml (XML) — 971KB
Underwriting
Underwriting discounts and commissions (1) $ $ $ Proceeds, before expenses, to us $ $ $ (1)
Underwriting
Underwriting discounts and commissions do not include a non-accountable expense allowance equal to 1.0% of the public offering price payable to the underwriters. See "Underwriting" for additional information regarding underwriters' compensation. We have granted a 45-day option to the representative of the underwriters to purchase up to additional shares of common stock and/or Pre-Funded Warrants solely to cover over-allotments, if any. The underwriters expect to deliver the shares to purchasers on or about , 2025. ThinkEquity The date of this prospectus is , 2025 TABLE OF CONTENTS Page ABOUT THIS PROSPECTUS ii MARKET DATA iii CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS iv PROSPECTUS SUMMARY 1 THE OFFERING 7
USE OF PROCEEDS
USE OF PROCEEDS 22 DIVIDEND POLICY 23 CAPITALIZATION 24
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 26 DESCRIPTION OF BUSINESS 34 OUR MANAGEMENT 39
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 44 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS 49
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 51
DESCRIPTION OF SECURITIES
DESCRIPTION OF SECURITIES 52 SHARES ELIGIBLE FOR FUTURE SALE 57 MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS FOR NON-U.S. HOLDERS OF COMMON STOCK 60
UNDERWRITING
UNDERWRITING 64 LEGAL MATTERS 72 EXPERTS 72 WHERE YOU CAN FIND MORE INFORMATION 72 INDEX TO FINANCIAL STATEMENTS F-1 i ABOUT THIS PROSPECTUS Throughout this prospectus, unless otherwise designated or the context suggests otherwise, all references to the "Company," the "registrant," "OneMeta," "we," "our," or "us" collectively refer to OneMeta Inc., a Nevada corporation, and its subsidiaries; all references to the "offering" refer to the public offering contemplated by this prospectus; "year" or "fiscal year" mean the Company's fiscal year ending December 31; and all dollar or $ references when used in this prospectus refer to United States dollars. The registration statement of which this prospectus forms a part that we have filed with the U.S. Securities and Exchange Commission (the "SEC") includes exhibits that provide more detail of 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 ," before making your investment decision. You should rely only on the information provided in this prospectus or in any prospectus supplement or any free writing prospectuses or amendments thereto, or to which we have referred you, before making your investment decision. Neither we nor the underwriters have authorized anyone to provide you with information different from, or in addition to, that contained in this prospectus or any related free writing prospectus. If anyone provides you with different or inconsistent information, you should not rely on it. This prospectus, any prospectus supplement, or any free writing prospectuses or amendments thereto do not constitute an offer to sell, or a solicitation of an offer to purchase, the shares of common stock offered by this prospectus, any prospectus supplement or any free writing prospectuses or amendments thereto in any jurisdictio