Oyocar Group Inc. Files S-1/A for IPO

TL;DR

Oyocar Group Inc. filed an S-1/A for its IPO. Details on shares/price TBD.

AI Summary

Oyocar Group Inc. filed an S-1/A amendment on May 30, 2024, for its initial public offering. The company, incorporated in Nevada with principal offices in Sosua, Dominican Republic, is registering an unspecified number of securities under the Securities Act of 1933. The filing does not disclose the number of shares or the price range for the offering.

Why It Matters

This S-1/A filing indicates Oyocar Group Inc. is moving forward with its plan to become a publicly traded company, which could provide it with capital for expansion and increase its visibility.

Risk Assessment

Risk Level: medium — As an S-1/A filing for an IPO, there is inherent risk associated with a company going public for the first time, including market reception and execution of business plans.

Key Numbers

• May 30, 2024 — Filing Date (Date of S-1/A amendment submission)
• 0831 — Fiscal Year End (Company's fiscal year closing period)

Key Players & Entities

• Oyocar Group Inc. (company) — Registrant
• Nevada (jurisdiction) — State of Incorporation
• Sosua, Dominican Republic (location) — Principal Executive Offices
• EASTBIZ.COM, INC. (company) — Agent for Service
• 333-275980 (registration_number) — SEC File Number

FAQ

Key Financial Figures

• $0.02 — . 10,000,000 SHARES OF COMMON STOCK $0.02 per share This is the initial offerin
• $12,000 — registration costs to be approximately $12,000. There is no minimum number of shares t
• $38,000 — n of operations we require a minimum of $38,000 for the next twelve months as described
• $17,500 — 023) through February 29, 2024, reports $17,500 revenues and a net loss of $14,608. Our
• $14,608 — orts $17,500 revenues and a net loss of $14,608. Our independent registered public acco
• $1 b — hich our total annual gross revenues is $1 billion, (ii) the date that we become a "
• $700 million — hares that is held by non-affiliates is $700 million as of the last business day of our most
• $1 billion — date on which we have issued more than $1 billion in non-convertible debt during the prec
• $200,000 — s Prospectus is part. Gross Proceeds $200,000 Securities Issued and Outstanding: Th

Filing Documents

• oyo_s1a.htm (S-1/A) — 768KB
• oyo_ex231.htm (EX-23.1) — 2KB
• filename3.htm (CORRESP) — 4KB
• 0001477932-24-003358.txt ( ) — 775KB

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS 13

USE OF PROCEEDS

USE OF PROCEEDS 14 DETERMINATION OF OFFERING PRICE 14

MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS 15 DESCRIPTION OF BUSINESS 21

LEGAL PROCEEDINGS

LEGAL PROCEEDINGS 24 DIRECTORS, EXECUTIVE OFFICERS, PROMOTER AND CONTROL PERSONS 25

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 26 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 27

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 27 PLAN OF DISTRIBUTION 28

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 30 INDEMNIFICATION 32 INTERESTS OF NAMED EXPERTS AND COUNSEL 32 EXPERTS 32 AVAILABLE INFORMATION 32 CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 32 INDEX TO THE FINANCIAL STATEMENTS 33 WE HAVE NOT AUTHORIZED ANY DEALER, SALESPERSON OR OTHER PERSON TO GIVE ANY INFORMATION OR REPRESENT ANYTHING NOT CONTAINED IN THIS PROSPECTUS. YOU SHOULD NOT RELY ON ANY UNAUTHORIZED INFORMATION. THIS PROSPECTUS IS NOT AN OFFER TO SELL OR BUY ANY SHARES IN ANY STATE OR OTHER JURISDICTION IN WHICH IT IS UNLAWFUL. THE INFORMATION IN THIS PROSPECTUS IS CURRENT AS OF THE DATE ON THE COVER. YOU SHOULD RELY ONLY ON THE INFORMATION CONTAINED IN THIS PROSPECTUS. 4 Table of Contents P ROSPECTUS SUMMARY AS USED IN THIS PROSPECTUS, UNLESS THE CONTEXT OTHERWISE REQUIRES, "WE," "US," "OUR," "OYOCAR," AND "OYOCAR GROUP INC." REFERS TO OYOCAR GROUP INC. THE FOLLOWING SUMMARY DOES NOT CONTAIN ALL OF THE INFORMATION THAT MAY BE IMPORTANT TO YOU. YOU SHOULD READ THE ENTIRE PROSPECTUS BEFORE MAKING AN INVESTMENT DECISION TO PURCHASE OUR COMMON STOCK. OYOCAR GROUP INC. We are a development stage company that sells used automobiles in the USA and the Dominican Republic. Our inventory will primarily come from car auctions, with additional purchases from used car dealerships and private individuals in the United States. Oyocar Group Inc. was incorporated in Nevada on July 10, 2023. We intend to use the net proceeds from this offering to develop our business operations (See "Description of Business" and "Use of Proceeds"). To implement our plan of operations we require a minimum of $38,000 for the next twelve months as described in our Plan of Operations. There is no assurance that we will generate sufficient revenue in the first 12 months after completion our offering or ever generate any revenue. Being a development stage company, we have very limited operating history. If we do not generate sufficient revenue

Risk Factors

Risk Factors See "Risk Factors" and the other information in this prospectus for a discussion of the factors you should consider before deciding to invest in shares of our common stock. There is no assurance that we will raise the full $200,000 as anticipated and there is no guarantee that we will receive any proceeds from the offering. SUMMARY FINANCIAL INFORMATION The tables and information below are derived from our audited financial statements for the period from July 10, 2023 (Inception) to August 31, 2023. Financial Summary August 31, 2023 ($) (Audited) Cash and Deposits 4,000 Total Assets 4,000 Total Liabilities 988 Total Stockholder's Equity 3,012 Accumulated From July 10, 2023 (Inception) to August 31, 2023 ($) (Audited) Revenue - Cost of goods Sold - Total Operating Expenses 988 Net Loss (988 ) The tables and information below are derived from our unaudited financial statements for the three-months ended November 30, 2023. Financial Summary November 30, 2023 ($) (Unaudited) Cash and Deposits 430 Total Assets 4,359 Total Liabilities 1,428 Total Stockholder's Equity 2,931 For The Three-Month Ended November 30, 2023 (Unaudited) Revenue - Cost of goods Sold - Total Operating Expenses 8,066 Net Loss (8,066 ) The tables and information below are derived from our unaudited financial statements for the six-months ended February 29, 2024. Financial Summary February 29, 2024 ($) (Unaudited) Cash and Deposits 1,348 Total Assets 5,080 Total Liabilities 7,703 Total Stockholder's Equity (Deficit) (2,623 ) For The Six-Months Ended February 29, 2024 (Unaudited) Revenue 17,500 Cost of goods Sold 16,000 Total Operating Expenses 31,120 Net Loss (13,620 ) 6 Table of Contents

RISK FACTORS

RISK FACTORS AN INVESTMENT IN OUR COMMON STOCK INVOLVES A HIGH DEGREE OF RISK. YOU SHOULD CAREFULLY CONSIDER THE RISKS DESCRIBED BELOW AND THE OTHER INFORMATION IN THIS PROSPECTUS BEFORE INVESTING IN OUR COMMON STOCK. IF ANY OF THE FOLLOWING RISKS OCCUR, OUR BUSINESS, OPERATING RESULTS AND FINANCIAL CONDITION COULD BE SERIOUSLY HARMED. THE TRADING PRICE OF OUR COMMON STOCK, WHEN AND IF WE TRADE AT A LATER DATE, COULD DECLINE DUE TO ANY OF THESE RISKS, AND YOU MAY LOSE ALL OR PART OF YOUR INVESTMENT. RISKS ASSOCIATED TO OUR BUSINESS WE DO NOT YET HAVE ANY SUBSTANTIAL ASSETS AND ARE TOTALLY DEPENDENT UPON THE PROCEEDS OF THIS OFFERING TO FULLY FUND OUR BUSINESS. IF WE DO NOT SELL AT LEAST 25% OF THE SHARES IN THIS OFFERING AND RECEIVE AT LEAST 25% OF THE MAXIMUM PROCEEDS, WE WILL HAVE TO SEEK ALTERNATIVE FINANCING TO COMPLETE OUR BUSINESS PLANS OR ABANDON THEM. The only cash currently available is the cash paid by our officers for the acquisition of their shares as well as loans from Mr. Perez. In the event we do not sell 25% of the shares and raise 25% of the total offering proceeds, there can be no assurance that we would be able to raise the additional funding needed to implement our business plans or that unanticipated costs will not increase our projected expenses for the year following completion of this offering. Our auditors have expressed substantial doubt as to our ability to continue as a going concern. SINCE WE ARE A DEVELOPMENT STAGE COMPANY, HAVE GENERATED LIMITED REVENUES AND LACK AN OPERATING HISTORY, AN INVESTMENT IN THE SHARES OFFERED HEREIN IS HIGHLY RISKY AND COULD RESULT IN A COMPLETE LOSS OF YOUR INVESTMENT IF WE ARE UNSUCCESSFUL IN OUR BUSINESS PLANS. Our company was incorporated on July 10, 2023; we have recently started our business operations; and we have realized only $17,500 in revenues as of today. We have no operating history upon which an evaluation of our future prospects can be made. Based upon current plans, we expect to inc

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