Peraso Inc. Files Amendment 1 to S-1 Registration Statement

TL;DR

<b>Peraso Inc. has submitted an amendment to its S-1 filing, indicating preparations for a public securities offering.</b>

AI Summary

Peraso Inc. (PRSO) filed a Amended IPO Registration (S-1/A) with the SEC on January 23, 2024. Peraso Inc. filed Amendment No. 1 to its Form S-1 Registration Statement with the SEC on January 23, 2024. The filing pertains to the registration of securities under the Securities Act of 1933. The company's principal executive offices are located at 2309 Bering Drive, San Jose, California 95131. James Sullivan is listed as the Chief Financial Officer and agent for service. The filing indicates the securities may be offered on a delayed or continuous basis pursuant to Rule 415.

Why It Matters

For investors and stakeholders tracking Peraso Inc., this filing contains several important signals. This amendment suggests Peraso Inc. is moving forward with its plans 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, requiring detailed disclosure of the company's business, financial condition, and risks to potential investors.

Risk Assessment

Risk Level: medium — Peraso Inc. shows moderate risk based on this filing. The company is undergoing the IPO process, which inherently carries market and execution risks, as evidenced by the S-1 filing itself which details numerous potential risks.

Analyst Insight

Monitor the effectiveness of the S-1 registration statement and subsequent pricing for insights into investor appetite and Peraso's valuation.

Key Numbers

• 2024-01-23 — Filing Date (Amendment No. 1 to Form S-1 filed)
• 333-276247 — Registration Number (SEC Registration Number)
• 408 418 7500 — Phone Number (Registrant's business phone)

Key Players & Entities

• Peraso Inc. (company) — Registrant name
• James Sullivan (person) — Chief Financial Officer
• Mitchell Silberberg & Knupp LLP (company) — Legal counsel
• Ellenoff Grossman & Schole LLP (company) — Legal counsel
• 2309 Bering Drive, San Jose, California 95131 (location) — Principal executive offices address
• 333-276247 (registration_number) — SEC Registration Number
• 1933 Act (regulation) — Securities Act
• Rule 415 (regulation) — Rule for delayed/continuous offering

Forward-Looking Statements

• Peraso Inc. will proceed with a public offering of securities. (Peraso Inc.) — medium confidence, target: Q1-Q2 2024

FAQ

Risk Factors

• Registration Statement Under Securities Act of 1933 [medium — regulatory]: The filing is an amendment to a registration statement, indicating the company is preparing to offer securities to the public.
• Delayed or Continuous Offering [medium — market]: The company may offer securities on a delayed or continuous basis pursuant to Rule 415, suggesting flexibility in offering strategy.

Industry Context

Peraso Inc. operates in the semiconductor industry, specifically focusing on wireless communication technologies.

Regulatory Implications

The filing is made under the Securities Act of 1933, which governs the registration and sale of securities in the United States.

What Investors Should Do

1. Review the full S-1 filing for detailed financial statements and risk factors.
2. Track the SEC's review process and any further amendments to the registration statement.
3. Monitor news and analyst reports regarding Peraso Inc.'s upcoming public offering.

Key Dates

• 2024-01-23: Filing of Amendment No. 1 to Form S-1 — Indicates progress in the IPO process and public offering preparation.

Year-Over-Year Comparison

This is an amendment to a previously filed S-1 registration statement, indicating ongoing activity in the company's path to an IPO.

Key Financial Figures

• $0 — 3 shares of our common stock, par value $0.001, or common stock, and warrants to p
• $5 — purchase one share of common stock, is $5.68, which represents the last reported
• $5.68 — rted sale price of our common stock was $5.68. We have assumed a public offering pric
• $20.4 billion — portunity Fund, or RDOF, to award up to $20.4 billion for the development of improved broadba
• $42.45 billion — , or BEAD, program, which has allocated $42.45 billion to expand high-speed Internet access by
• $180 m — market for us in 2025 of approximately $180 million, assuming an average selling pric
• $30 — uming an average selling price to us of $30 for an antenna module included in each

Filing Documents

• ea191516-s1a1_peraso.htm (S-1/A) — 3108KB
• ea1915161ex1-1_perasoinc.htm (EX-1.1) — 269KB
• ea1915161ex4-15_perasoinc.htm (EX-4.15) — 107KB
• ea1915161ex4-16_perasoinc.htm (EX-4.16) — 105KB
• ea1915161ex4-17_perasoinc.htm (EX-4.17) — 104KB
• ea1915161ex5-1_perasoinc.htm (EX-5.1) — 15KB
• ea1915161ex10-30_perasoinc.htm (EX-10.30) — 23KB
• ea1915161ex10-31_perasoinc.htm (EX-10.31) — 117KB
• ea1915161ex23-1_perasoinc.htm (EX-23.1) — 2KB
• ea1915161ex-fee_perasoinc.htm (EX-FILING FEES) — 20KB
• image_001.jpg (GRAPHIC) — 4KB
• ex5-1_001.jpg (GRAPHIC) — 35KB
• ex5-1_002.jpg (GRAPHIC) — 15KB
• 0001213900-24-005461.txt (&nbsp;) — 13972KB
• prso-20230930.xsd (EX-101.SCH) — 121KB
• prso-20230930_cal.xml (EX-101.CAL) — 53KB
• prso-20230930_def.xml (EX-101.DEF) — 499KB
• prso-20230930_lab.xml (EX-101.LAB) — 892KB
• prso-20230930_pre.xml (EX-101.PRE) — 527KB
• ea191516-s1a1_peraso_htm.xml (XML) — 2281KB

DILUTION

DILUTION 30 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 32

BUSINESS

BUSINESS 42 MANAGEMENT 50 EXECUTIVE COMPENSATION 55 DIRECTOR COMPENSATION 64 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 66 SECURITY 67 DESCRIPTION OF CAPITAL STOCK 68 DESCRIPTION OF OUTSTANDING WARRANTS 72 DESCRIPTION OF THE SECURITIES WE ARE OFFERING 74

UNDERWRITING

UNDERWRITING 77 LEGAL MATTERS 81 EXPERTS 81 WHERE YOU CAN FIND MORE INFORMATION 81 INDEX TO THE FINANCIAL STATEMENTS F-1 i ABOUT THIS PROSPECTUS The registration statement we filed with the Securities and Exchange Commission, or 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 before making your investment decision. You should rely only on the information provided in this prospectus or any amendment thereto. We have not, and the underwriters have not, authorized anyone to provide any information or to make any representations other than those contained in this prospectus or in any free writing prospectuses prepared by or on behalf of us or to which we have referred you. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. This prospectus is an offer to sell only the securities offered hereby, and only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus or in any applicable free writing prospectus is current only as of its date, regardless of its time of delivery or any sale of our securities. Our business, financial condition, results of operations and prospects may have changed since that date. The information provided in this prospectus contains statistical data and estimates, including those relating to market size and competitive position of the markets in which we participate, that we obtained from our own internal estimates and research, as well as from industry and general publications and research, surveys and studies conducted by third parties. Industry publications, studies and surveys generally state that they have been obtained from sources believed to be reliable. While we believe our internal company research is reliable and the definitions of our market and industry

View Full Filing

View this S-1/A filing on SEC EDGAR