High Roller Technologies Files IPO Amendment

TL;DR

HR Technologies is still trying to IPO, filed another amendment. Keep an eye on this one.

AI Summary

High Roller Technologies, Inc. filed an S-1/A amendment on September 19, 2024, for its initial public offering under the Securities Act of 1933. The company, incorporated in Delaware and based in Las Vegas, Nevada, operates in the amusement and recreation services sector. This filing is an amendment to their existing registration statement, indicating ongoing efforts to go public.

Why It Matters

This S-1/A filing signifies that High Roller Technologies is continuing its process to become a publicly traded company, which could lead to increased capital and market visibility.

Risk Assessment

Risk Level: medium — As an S-1/A filing, it indicates the company is in the process of going public, which inherently carries risks associated with market reception and regulatory hurdles.

Key Numbers

• 7 — Amendment Number (This is the 7th amendment to the S-1 registration statement.)
• 1933 — Securities Act Year (The filing is made under the Securities Act of 1933.)

Key Players & Entities

• High Roller Technologies, Inc. (company) — Registrant
• September 19, 2024 (date) — Filing Date
• 333-276176 (registration_number) — SEC Registration Number
• Ben Clemes (person) — Chief Executive Officer
• Aaron A. Grunfeld (person) — Legal Counsel
• Las Vegas, Nevada (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $8.00 — e initial public offering price will be $8.00 per share of common stock. We have ap
• $540 billion — arket (TAM) in 2023 was estimated to be $540 billion of which iGaming is estimated to exceed
• $135 billion — of which iGaming is estimated to exceed $135 billion or about 25% of TAM. The market is expe
• $681 billion — TAM. The market is expected to grow to $681 billion by 2027, of which iGaming is expected t
• $210 billion — hich iGaming is expected to account for $210 billion or about 31% of TAM. This estimated gro

Filing Documents

• g084430_s1a.htm (S-1/A) — 1995KB
• g084430_ex10-32.htm (EX-10.32) — 1KB
• g084430_ex23-2.htm (EX-23.2) — 3KB
• g084430_ex107.htm (EX-FILING FEES) — 23KB
• img001_v1.jpg (GRAPHIC) — 13KB
• img002_v1.jpg (GRAPHIC) — 372KB
• img003_v1.jpg (GRAPHIC) — 49KB
• img004_v1.jpg (GRAPHIC) — 100KB
• img005_v1.jpg (GRAPHIC) — 195KB
• img006_v1.jpg (GRAPHIC) — 151KB
• img007_v1.jpg (GRAPHIC) — 215KB
• img008_v1.jpg (GRAPHIC) — 168KB
• img009_v1.jpg (GRAPHIC) — 158KB
• img010_v1.jpg (GRAPHIC) — 2KB
• ex10.jpg (GRAPHIC) — 55KB
• 0001753926-24-001604.txt ( ) — 4059KB

Underwriting

Underwriting discounts and commissions exclude a non-accountable expense allowance equal to 1.0% of the initial public offering price payable to the underwriters. See “Underwriting” beginning on page 83 for additional information regarding underwriters’ compensation. We have granted a 45-day option to the representative of the underwriters to purchase up to 187,500 additional shares of our common stock, solely to cover over-allotments, if any. The underwriters expect to deliver the shares to purchasers on or about , 2024. ThinkEquity The date of this prospectus is , 2024 TABLE OF CONTENTS Prospectus Summary 1 Summary of The Offering 6 Summary of Consolidated Financial Data 7

Risk Factors

Risk Factors 8 Special Note Regarding Forward-Looking 37

Use Of Proceeds

Use Of Proceeds 39 Dividend Policy 39 Capitalization 40

Dilution

Dilution 41 Management’s Discussion And Analysis Of Financial Condition And Results Of Operations 43

Business

Business 54 Management 67

Executive Compensation

Executive Compensation 72 Principal Shareholders 75 Certain Relationships And Related Party Transactions 76

Description Of Securities

Description Of Securities 78 Shares Eligible For Future Sale 81

Underwriting

Underwriting 83 Legal Matters 90 Experts 91 Where You Can Find Additional Information 91 Index To Consolidated Financial F-1 No dealer, salesperson or other person is authorized to give any information or to represent anything not contained in this prospectus or in any free writing prospectus prepared by or on behalf of us or to which we have referred you. You must not rely on any unauthorized information or representations. This prospectus is an offer to sell only the shares offered hereby, but only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus is accurate only as of its date. Market data and certain industry data and forecasts used throughout this prospectus were obtained from internal company surveys, market research, consultant surveys, publicly available information, reports of governmental agencies and industry publications and surveys. Industry surveys, publications, consultant surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable, but that the accuracy and completeness of such information is not guaranteed. We have not independently verified any of the data from third party sources, nor have we ascertained the underlying economic assumptions relied upon therein. Similarly, internal surveys, industry forecasts and market research, which we believe to be reliable based on our management’s knowledge of the industry, have not been independently verified. Forecasts are particularly likely to be inaccurate, especially over long periods of time. In addition, we do not necessarily know what assumptions regarding general economic growth were used in preparing the forecasts we cite. Statements as to our market position are based on the most currently available data. While we are not aware of any misstatements regarding the industry data presented in this prospectus, our estimates involve

View Full Filing

View this S-1/A filing on SEC EDGAR