Peraso Inc. Files Amendment 2 to S-1 Registration Statement

TL;DR

<b>Peraso Inc. is proceeding with its S-1 registration for securities, with Amendment 2 filed on February 5, 2024.</b>

AI Summary

Peraso Inc. (PRSO) filed a Amended IPO Registration (S-1/A) with the SEC on February 5, 2024. Peraso Inc. filed Amendment No. 2 to its Form S-1 Registration Statement with the SEC on February 5, 2024. The filing relates 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. Peraso Inc. was formerly known as MoSys, Inc. and Monolithic System Technology Inc. The filing indicates the company is an emerging growth company.

Why It Matters

For investors and stakeholders tracking Peraso Inc., this filing contains several important signals. This S-1/A filing signifies Peraso Inc.'s active pursuit of a public offering, providing updated information for potential investors. The amendment suggests ongoing adjustments or additions to the initial registration details, reflecting progress in their go-public process.

Risk Assessment

Risk Level: low — Peraso Inc. shows low risk based on this filing. The filing is an amendment to an S-1 registration statement, which is a preliminary step in the IPO process and does not contain definitive financial performance or operational details beyond what was previously filed.

Analyst Insight

Monitor future filings for the pricing and effectiveness of the S-1 registration statement to assess the potential IPO of Peraso Inc.

Key Numbers

• 2024-02-05 — Filing Date (Amendment No. 2 to Form S-1 filed)
• 333-276247 — Registration Number (Securities Act registration number)
• 408 418 7500 — Phone Number (Registrant's business phone)

Key Players & Entities

• Peraso Inc. (company) — Registrant name
• 20240205 (date) — Filing date
• 333-276247 (registration_number) — Registration number
• 0000890394 (company_id) — Central Index Key
• 3674 (sic_code) — Standard Industrial Classification
• 770291941 (tax_id) — IRS Number
• DE (jurisdiction) — State of incorporation
• 2309 Bering Drive, San Jose, California 95131 (address) — Registrant's principal executive offices

Forward-Looking Statements

• Peraso Inc. will initiate a public offering of securities within the next 3-6 months. (Peraso Inc.) — medium confidence, target: 2024-08-05
• The continuous offering will primarily be for equity, potentially leading to share dilution. (Peraso Inc.) — medium confidence, target: 2024-08-05

FAQ

Industry Context

Peraso Inc. operates in the semiconductors and related devices industry, focusing on the development of wireless networking solutions.

Regulatory Implications

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

What Investors Should Do

1. Review the full S-1/A filing for detailed updates on Peraso Inc.'s business, financials, and risk factors.
2. Track future SEC filings from Peraso Inc. for updates on the IPO timeline and potential share offering.
3. Research Peraso Inc.'s market position and competitive landscape within the semiconductor industry.

Year-Over-Year Comparison

This is Amendment No. 2 to the S-1 registration statement, indicating updates or additions to previously submitted information.

Key Financial Figures

• $0.001 — 1 shares of our common stock, par value $0.001 ("common stock"), together with Series
• $4 — sumed combined public offering price of $4.30, which represents the last reported
• $0 — apital Market on February 1, 2024 minus $0.001, which will be the per share exerci
• $4.30 — rted sale price of our common stock was $4.30. 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

• ea192642-s1a2_peraso.htm (S-1/A) — 3043KB
• ea192642ex1-1_perasoinc.htm (EX-1.1) — 269KB
• ea192642ex4-15_perasoinc.htm (EX-4.15) — 108KB
• ea192642ex4-16_perasoinc.htm (EX-4.16) — 107KB
• ea192642ex5-1_perasoinc.htm (EX-5.1) — 17KB
• ea192642ex10-31_perasoinc.htm (EX-10.31) — 120KB
• ea192642ex23-1_perasoinc.htm (EX-23.1) — 2KB
• ea192642ex-fee_perasoinc.htm (EX-FILING FEES) — 30KB
• image_001.jpg (GRAPHIC) — 4KB
• ex5-1_001.jpg (GRAPHIC) — 2KB
• 0001213900-24-009832.txt (&nbsp;) — 13705KB
• prso-20230930_pre.xml (EX-101.PRE) — 526KB
• prso-20230930.xsd (EX-101.SCH) — 117KB
• prso-20230930_cal.xml (EX-101.CAL) — 53KB
• prso-20230930_def.xml (EX-101.DEF) — 499KB
• prso-20230930_lab.xml (EX-101.LAB) — 883KB
• ea192642-s1a2_peraso_htm.xml (XML) — 2307KB

RISK FACTORS

RISK FACTORS 10 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 27 USE OF PROCEEDS 28 DIVIDEND POLICY 28 CAPITALIZATION 29

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 ar

View Full Filing

View this S-1/A filing on SEC EDGAR