Perfect Moment Ltd. Files Amendment No. 5 to S-1 Registration Statement

TL;DR

<b>Perfect Moment Ltd. has filed an amendment to its S-1 registration statement, indicating progress towards a public offering.</b>

AI Summary

Perfect Moment Ltd. (PMNT) filed a Amended IPO Registration (S-1/A) with the SEC on January 26, 2024. Perfect Moment Ltd. filed Amendment No. 5 to its Form S-1 Registration Statement. The filing is dated January 26, 2024. The company is incorporated in Delaware. Its primary SIC code is 2300 (Apparel & Other Finished Products). The filing is for a registration statement under the Securities Act of 1933.

Why It Matters

For investors and stakeholders tracking Perfect Moment Ltd., this filing contains several important signals. This amendment signifies ongoing efforts by Perfect Moment Ltd. to become a publicly traded company, which could provide access to capital for growth and expansion. The S-1 filing is a crucial step in the IPO process, detailing the company's business, financial condition, and risks to potential investors.

Risk Assessment

Risk Level: low — Perfect Moment Ltd. shows low risk based on this filing. The filing is an amendment to a registration statement, not a completed offering or financial report, thus containing limited new financial or operational data.

Analyst Insight

Monitor future filings for updated financial information and details regarding the proposed public offering.

Key Numbers

• 2024-01-26 — Filing Date (Date of filing for Amendment No. 5)
• 333-274913 — Registration Number (SEC Registration Number)
• 2300 — SIC Code (Primary Standard Industrial Classification Code)

Key Players & Entities

• Perfect Moment Ltd. (company) — Registrant
• Delaware (jurisdiction) — State of incorporation
• 2300 (industry_code) — Primary Standard Industrial Classification Code Number
• 86-1437114 (identifier) — I.R.S. Employer Identification Number
• 333-274913 (identifier) — SEC File Number
• Vcorp Agent Services, Inc. (company) — Agent for service
• Nimish Patel (person) — Copies to
• Barrett S. DiPaolo (person) — Copies to

Forward-Looking Statements

• Perfect Moment Ltd. will complete its initial public offering (IPO) or a significant capital raise within the next 12 months. (Perfect Moment Ltd.) — medium confidence, target: January 26, 2025

FAQ

Risk Factors

• Registration Statement Under Securities Act of 1933 [medium — regulatory]: The filing is an S-1/A amendment, indicating the company is registering securities for public sale.

Industry Context

The company operates in the apparel industry, specifically focusing on finished products made from fabrics.

Regulatory Implications

The filing is made under the Securities Act of 1933, which governs the registration of securities offered to the public in the United States.

What Investors Should Do

1. Review the full S-1/A filing for any substantive changes or new disclosures.
2. Track future SEC filings for updates on the registration effectiveness and offering details.
3. Research the company's business model and market position in the apparel sector.

Key Dates

• 2024-01-26: Filing of Amendment No. 5 to Form S-1 — Indicates continued progress in the registration process for a public offering.

Year-Over-Year Comparison

This is an amendment to a previous filing, not a comparison to a prior period's financial results.

Key Financial Figures

• $6.00 — are of our common stock will be between $6.00 and $7.00. We have applied to list ou
• $7.00 — common stock will be between $6.00 and $7.00. We have applied to list our common s
• $6.50 — c offering price of our common stock of $6.50 per share, the midpoint of the estimate
• $9.74 million — years with an increase in revenue from $9.74 million in the fiscal year ended March 31, 2021
• $16.45 million — the fiscal year ended March 31, 2021 to $16.45 million in the fiscal year ended March 31, 2022
• $23.44 m — h 31, 2023, the Company had revenues of $23.44 million, representing a year-on-year incr
• $6.88 million — r 30, 2023, the Company had revenues of $6.88 million compared to revenues of $3.28 million f
• $3.28 million — f $6.88 million compared to revenues of $3.28 million for the six months ended September 30,
• $4.18 million — curring losses, including a net loss of $4.18 million and $11.11 million for the six months e
• $11.11 million — cluding a net loss of $4.18 million and $11.11 million for the six months ended September 30,
• $10.31 million — d September 30, 2022, respectively, and $10.31 million and $12.17 million for the fiscal years
• $12.17 million — 2, respectively, and $10.31 million and $12.17 million for the fiscal years ended March 31, 20
• $3.01 million — ompany has incurred operating losses of $3.01 million and $8.29 million for the six months en
• $8.29 million — d operating losses of $3.01 million and $8.29 million for the six months ended September 30,
• $8.63 million — d September 30, 2022, respectively, and $8.63 million and $10.18 million in the fiscal years

Filing Documents

• ea192247-s1a5_perfect.htm (S-1/A) — 2033KB
• ea192247ex1-1_perfect.htm (EX-1.1) — 278KB
• ea192247ex10-10_perfect.htm (EX-10.10) — 9KB
• ea192247ex10-44_perfect.htm (EX-10.44) — 6KB
• ea192247ex10-45_perfect.htm (EX-10.45) — 19KB
• ea192247ex23-1_perfect.htm (EX-23.1) — 3KB
• image_001.jpg (GRAPHIC) — 5KB
• image_002.jpg (GRAPHIC) — 51KB
• image_003.jpg (GRAPHIC) — 36KB
• image_004.jpg (GRAPHIC) — 524KB
• image_005.jpg (GRAPHIC) — 54KB
• image_006.jpg (GRAPHIC) — 18KB
• image_007.jpg (GRAPHIC) — 17KB
• image_008.jpg (GRAPHIC) — 45KB
• image_009.jpg (GRAPHIC) — 60KB
• image_010.jpg (GRAPHIC) — 61KB
• image_011.jpg (GRAPHIC) — 78KB
• image_012.jpg (GRAPHIC) — 61KB
• ex23-1_001.jpg (GRAPHIC) — 12KB
• 0001213900-24-006750.txt (&nbsp;) — 3759KB

DILUTION

DILUTION 41 Management&rsquo;s Discussion and Analysis of Financial Condition and Results of Operations 43 OUR

BUSINESS

BUSINESS 59 MANAGEMENT 76 Executive Compensation 83 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 90 PRINCIPAL STOCKHOLDERS 94 Description of Securities 96 Shares Eligible for Future Sale 101 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TO NON-U.S. HOLDERS OF OUR COMMON STOCK 102

UNDERWRITING

UNDERWRITING 105 Legal Matters 113 Experts 113 CHANGE IN INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 113 Where You Can Find More Information 114 INDEX TO FINANCIAL STATEMENTS F-1 Through and including , 2024 (the 25th day after the date of this prospectus), all dealers effecting transactions in these securities, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to a dealer&rsquo;s obligation to deliver a prospectus when acting as an underwriter and with respect to an unsold allotment or subscription. You should rely only on the information contained in this prospectus or any prospectus supplement or amendment. Neither we, nor the underwriters, have authorized any other person to provide you with information that is different from, or adds to, that contained in this prospectus. If anyone provides you with different or inconsistent information, you should not rely on it. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. We are offering to sell and seeking offers to buy our common stock only in jurisdictions where offers and sales are permitted. You should assume that the information contained in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or of any sale of our common stock. Our business, financial condition, results of operations and prospects may have changed since that date. We are not making an offer of any securities in any jurisdiction in which such offer is unlawful. For investors outside the United States: Neither we nor any of the underwriters have 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 United States who come into possession of this prospectus mus

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS This prospectus contains &ldquo;forward-looking statements.&rdquo; Forward-looking statements reflect the current view about future events. When used in this prospectus, the words &ldquo;anticipate,&rdquo; &ldquo;believe,&rdquo; &ldquo;estimate,&rdquo; &ldquo;expect,&rdquo; &ldquo;future,&rdquo; &ldquo;intend,&rdquo; &ldquo;plan,&rdquo; or the negative of these terms and similar expressions, as they relate to us or our management, identify forward-looking statements. Such statements, include, but are not limited to, statements contained in this prospectus relating to our business strategy, our future operating results and liquidity and capital resources outlook. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking predict. Our actual results may differ materially from those contemplated by the forward-looking statements. They are neither statements of historical fact nor guarantees of assurance of future performance. We caution you therefore against relying on any of these forward-looking without limitation: our expectations regarding our revenue, expenses, profitability and other operating results; the growth rates of the markets in which we compete; the costs and effectiveness of our marketing efforts, as well as our ability to promote our brand; our ability to provide quality products that are acceptable to our customers; our reliance on key personnel and our ability to identify, recruit, and retain skilled personnel; our ability to effectively manage our growth, including offering new product categories and any international expansion; our

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