Primo Brands Corp. Files IPO Amendment
Ticker: PRMB · Form: S-1/A · Filed: Feb 7, 2025 · CIK: 2042694
| Field | Detail |
|---|---|
| Company | Primo Brands Corp (PRMB) |
| Form Type | S-1/A |
| Filed Date | Feb 7, 2025 |
| Risk Level | medium |
| Pages | 15 |
| Reading Time | 18 min |
| Key Dollar Amounts | $0.01, $14.63, $33.54 |
| Sentiment | neutral |
Sentiment: neutral
Topics: ipo, registration, amendment
TL;DR
Primo Brands IPO update filed. Get ready.
AI Summary
Primo Brands Corp. filed an S-1/A amendment on February 7, 2025, for its initial public offering. The company, incorporated in Delaware, is in the beverages sector and has its principal executive offices in Tampa, Florida. The filing includes details about its registration number (333-284501) and agent for service.
Why It Matters
This S-1/A filing indicates Primo Brands Corp. is moving forward with its public offering, providing potential investors with updated information about the company's structure and registration details.
Risk Assessment
Risk Level: medium — As an S-1/A filing, it represents a company seeking to go public, which inherently carries risks associated with market reception and business execution.
Key Numbers
- 333-284501 — Registration Number (SEC registration for the offering)
- 2080 — SIC Code (Standard Industrial Classification for Beverages)
Key Players & Entities
- Primo Brands Corp. (company) — Registrant
- February 7, 2025 (date) — Filing Date
- 333-284501 (registration_number) — SEC Registration Number
- Tampa, Florida (location) — Principal Executive Offices
- Marni Morgan Poe (person) — General Counsel and Corporate Secretary
- Latham & Watkins LLP (company) — Legal Counsel
FAQ
What is the primary purpose of this S-1/A filing?
This S-1/A filing is an amendment to the initial registration statement for Primo Brands Corp.'s public offering, providing updated information to the SEC.
When was this amendment filed with the SEC?
This amendment was filed on February 7, 2025.
Where are Primo Brands Corp.'s principal executive offices located?
Primo Brands Corp.'s principal executive offices are located at 1150 Assembly Drive, Suite 800, Tampa, Florida 33607.
Who is listed as the agent for service for Primo Brands Corp.?
Marni Morgan Poe, General Counsel and Corporate Secretary, is listed as the agent for service at 1150 Assembly Drive, Suite 800, Tampa, Florida 33607.
What is the Standard Industrial Classification (SIC) code for Primo Brands Corp.?
The SIC code for Primo Brands Corp. is 2080, which corresponds to Beverages.
Filing Stats: 4,618 words · 18 min read · ~15 pages · Grade level 15.6 · Accepted 2025-02-07 17:17:30
Key Financial Figures
- $0.01 — of our Class A common stock, par value $0.01 per share (the Class A common stock), w
- $14.63 — th a weighted-average exercise price of $14.63 per share. On November 8, 2024, we co
- $33.54 — e price of our Class A common stock was $33.54 per share. Neither the U.S. Securitie
Filing Documents
- d923488ds1a.htm (S-1/A) — 4514KB
- d923488dex1025.htm (EX-10.25) — 59KB
- d923488dex231.htm (EX-23.1) — 2KB
- d923488dex232.htm (EX-23.2) — 1KB
- d923488dex233.htm (EX-23.3) — 2KB
- 0001193125-25-022806.txt ( ) — 4578KB
USE OF PROCEEDS
USE OF PROCEEDS 40 DETERMINATION OF OFFERING PRICE 41 DIVIDEND POLICY 42 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION 43
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF BLUETRITON 55
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF PRIMO WATER 81
BUSINESS
BUSINESS 113 MANAGEMENT 123
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 132 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TO NON-U.S. HOLDERS 162 PRINCIPAL STOCKHOLDERS 166 SELLING STOCKHOLDERS 169 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS 170
DESCRIPTION OF CAPITAL STOCK
DESCRIPTION OF CAPITAL STOCK 173 PLAN OF DISTRIBUTION 182 LEGAL MATTERS 187 EXPERTS 187 WHERE YOU CAN FIND MORE INFORMATION 187 INDEX TO FINANCIAL STATEMENTS F-1 i Table of Contents ABOUT THIS PROSPECTUS This prospectus is part of a registration statement that we filed with the SEC (as defined herein) using a shelf registration process. Under this shelf registration process, we and the selling stockholders may, from time to time, issue or sell the securities described in this prospectus in one or more offerings. This prospectus contains information that you should consider when making your investment decision. Neither we nor the selling stockholders have authorized anyone to provide you with any information or to make any representations other than those contained in this prospectus, any applicable prospectus supplement, or any free writing prospectuses prepared by or on behalf of us or to which we have referred you. Neither we nor the selling stockholders take any responsibility for, nor provide any assurance as to the reliability of, any other information that others may give you. Neither we nor the selling stockholders will make an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. This prospectus and any accompanying prospectus supplement do not constitute an offer to sell or the solicitation of an offer to buy any securities other than the securities described herein or an offer to sell or the solicitation of an offer to buy such securities in any circumstances in which such offer or solicitation is unlawful. You should assume that the information appearing in this prospectus, any prospectus supplement, and any related free writing prospectus is accurate only as of their respective dates. Our business, financial condition, results of operations, and prospects may have changed materially since those dates. The Transaction On November 8, 2024, we consummated the transactions contemplate