Reticulate Micro, Inc. Files Amendment to S-1 Registration Statement

TL;DR

<b>Reticulate Micro, Inc. has filed an amendment to its S-1 registration statement, signaling progress towards a public offering.</b>

AI Summary

Reticulate Micro, Inc. (RMXI) filed a Amended IPO Registration (S-1/A) with the SEC on March 11, 2024. Reticulate Micro, Inc. filed an amendment (S-1/A) to its registration statement on March 11, 2024. The filing is for a registration of securities under the Securities Act of 1933. The company is incorporated in Nevada and its principal executive offices are located in Palm Bay, Florida. Reticulate Micro, Inc. is classified as a smaller reporting company and an emerging growth company. The filing indicates the proposed sale of securities will commence as soon as practicable after the registration statement becomes effective.

Why It Matters

For investors and stakeholders tracking Reticulate Micro, Inc., this filing contains several important signals. This amendment indicates the company is moving forward with its plans to become a publicly traded entity, which could provide access to capital for growth and expansion. As a smaller reporting and emerging growth company, Reticulate Micro, Inc. may benefit from certain regulatory accommodations, but also faces scrutiny regarding its public offering.

Risk Assessment

Risk Level: low — Reticulate Micro, Inc. shows low risk based on this filing. The filing is an S-1/A, which is an amendment to an initial registration statement, indicating ongoing regulatory processes rather than immediate financial events.

Analyst Insight

Monitor for the effectiveness of the S-1 registration statement and subsequent pricing details of the public offering.

Key Numbers

• 2024-03-11 — Filing Date (Date the S-1/A was filed)
• 333-275142 — Registration Number (SEC registration number for the offering)
• 7370 — SIC Code (Standard Industrial Classification code)
• 882960484 — IRS Number (IRS Employer Identification Number)

Key Players & Entities

• Reticulate Micro, Inc. (company) — Registrant name
• 333-275142 (regulator) — SEC registration number
• Nevada (company) — State of incorporation
• Palm Bay, FL (company) — Principal executive offices location
• Vcorp Services, LLC (company) — Agent for service
• Louis A. Bevilacqua (person) — Copies to counsel
• Cavas Pavri (person) — Copies to counsel
• ArentFox Schiff LLP (company) — Counsel for registrant

FAQ

Industry Context

Reticulate Micro, Inc. operates in the services sector, specifically computer programming and data processing.

Regulatory Implications

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

What Investors Should Do

1. Review the full S-1/A filing for details on the securities being offered and the proposed use of proceeds.
2. Track the SEC's review process and any further amendments to the registration statement.
3. Monitor for the effectiveness of the registration statement and the commencement of the public offering.

Key Dates

• 2024-03-11: Filing of Amendment No. 1 to Form S-1 — Indicates progress in the registration process for a public offering.

Year-Over-Year Comparison

This is an amendment (S-1/A) to a previously filed registration statement, indicating an update or correction to the initial filing.

Key Financial Figures

• $0.001 — of our shares of Class A Common Stock, $0.001 par value per share, or the Class A Com
• $5.00 — l public offering price will be between $5.00 and $7.00 per share. We have selected t
• $7.00 — ffering price will be between $5.00 and $7.00 per share. We have selected the lowest
• $920,000 b — scounts and commissions payable will be $920,000 based on the initial public offering pric
• $10,000,000 — counts and commission expenses, will be $10,000,000. Net proceeds will be delivered to us o
• $2,267,956 — s a going concern. While we had cash of $2,267,956 and $832,638 as of December 31, 2023 an
• $832,638 — rn. While we had cash of $2,267,956 and $832,638 as of December 31, 2023 and 2022, respe
• $42,241 — d 2022, respectively, we had revenue of $42,241 and a net loss of $5,921,731 for Decemb
• $5,921,731 — ad revenue of $42,241 and a net loss of $5,921,731 for December 31, 2023 and no revenue an
• $337,111 — 2023 and no revenue and a net loss a of $337,111 for December 31, 2022. We estimate that

Filing Documents

• ea0201446-s1a1_reticulate.htm (S-1/A) — 1657KB
• ea020144601ex1-1_retic.htm (EX-1.1) — 285KB
• ea020144601ex5-1_retic.htm (EX-5.1) — 18KB
• ea020144601ex10-18_retic.htm (EX-10.18) — 51KB
• ea020144601ex10-19_retic.htm (EX-10.19) — 46KB
• ea020144601ex10-20_retic.htm (EX-10.20) — 42KB
• ea020144601ex10-21_retic.htm (EX-10.21) — 44KB
• ea020144601ex10-22_retic.htm (EX-10.22) — 42KB
• ea020144601ex10-23_retic.htm (EX-10.23) — 46KB
• ea020144601ex23-1_retic.htm (EX-23.1) — 2KB
• ea020144601ex-fee_retic.htm (EX-FILING FEES) — 22KB
• ex23-1_001.jpg (GRAPHIC) — 4KB
• ex5-1_001.jpg (GRAPHIC) — 19KB
• ex5-1_002.jpg (GRAPHIC) — 4KB
• image_001.jpg (GRAPHIC) — 6KB
• image_002.jpg (GRAPHIC) — 22KB
• 0001213900-24-021327.txt (&nbsp;) — 2334KB

Dilution

Dilution 32 Management&rsquo;s Discussion and Analysis of Financial Condition and Results of Operations 33 Corporate History and Structure 42

Business

Business 44 Management 55 Executive Compensation 61 Certain Relationships and Related Party Transactions 69 Principal Shareholders 70 Description of Securities 72 Shares Eligible for Future Sale 75 Material U.S. Federal Tax Considerations for Non-U.S. Holders of Our Common Stock 76

Underwriting

Underwriting 79 Legal Matters 83 Experts 83 Where You Can Find More Information 83 Financial F-1 i Please read this prospectus carefully. It describes our business, financial condition, results of operations and prospects, among other things. We are responsible for the information contained in this prospectus and in any free-writing prospectus we have authorized. Neither we nor the underwriter have authorized anyone to provide you with different information, and neither we nor the underwriter take responsibility for any other information others may give you. Neither we nor the underwriter are making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. The information contained in this prospectus is accurate only as of the date on the front of this prospectus, regardless of the time of delivery of this prospectus or any sale of shares of our Class A Common Stock. You should not assume that the information contained in this prospectus is accurate as of any date other than its date. TRADEMARKS, TRADE NAMES AND SERVICE MARKS We use various trademarks, trade names and service marks in our business, including &ldquo;VAST&rdquo;, &ldquo;VISION OS&rdquo; and associated marks. For convenience, we may not include the SM, &reg; or &trade; symbols, but such omission is not meant to indicate that we would not protect our intellectual property rights to the fullest extent allowed by law. Any other trademarks, trade names or service marks referred to in this prospectus are the property of their respective owners. INDUSTRY AND MARKET DATA This prospectus includes industry data and forecasts that we obtained from industry publications and surveys as well as public filings and internal company sources. Industry publications, surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable. Statements as to our ranking, market position and m

View Full Filing

View this S-1/A filing on SEC EDGAR