StandardAero Files S-1/A Amendment for IPO

TL;DR

StandardAero's IPO is still on, filing an S-1/A amendment today.

AI Summary

StandardAero, Inc. filed an S-1/A amendment on September 27, 2024, for its initial public offering. The company, formerly known as Dynasty Parent Co., Inc. until June 3, 2024, is incorporated in Delaware and headquartered in Scottsdale, Arizona. This filing is an amendment to a previous registration statement.

Why It Matters

This filing indicates StandardAero is moving forward with its plans to become a publicly traded company, which could impact its access to capital and future growth strategies.

Risk Assessment

Risk Level: medium — S-1/A filings are part of the IPO process, which inherently carries risks related to market reception and valuation.

Key Numbers

• 333-281992 — SEC File Number (Identifies the specific registration statement)

Key Players & Entities

• StandardAero, Inc. (company) — Registrant
• Dynasty Parent Co., Inc. (company) — Former company name
• September 27, 2024 (date) — Filing date
• June 3, 2024 (date) — Date of name change
• 333-281992 (registration_number) — SEC registration number
• Steve Sinquefield (person) — Agent for service

FAQ

Key Financial Figures

• $20.00 — ffering price is expected to be between $20.00 and $23.00 per share. After pricing of
• $23.00 — ce is expected to be between $20.00 and $23.00 per share. After pricing of the offerin
• $275 million — est in purchasing up to an aggregate of $275 million in shares of our common stock in this o
• $1,802.5 m — original aggregate principal amount of $1,802.5 million, as defined in Description of Cer
• $772.5 m — original aggregate principal amount of $772.5 million, as defined in Description of Cer
• $150.0 million — an aggregate principal amount of up to $150.0 million (of which up to $75.0 million is availa
• $75.0 million — of up to $150.0 million (of which up to $75.0 million is available for the issuance of letter
• $1,993.5 m — egate principal amount of approximately $1,993.5 million, as defined in Description of Cer
• $768.6 m — egate principal amount of approximately $768.6 million, as defined in Description of Cer
• $400.0 m — an aggregate principal amount of up to $400.0 million, as defined in Description of Cer
• $475.5 million — r; the term Senior Notes refers to the $475.5 million aggregate principal amount of outstandi
• $4,563.3 million — ember 31, 2023, we generated revenue of $4,563.3 million (reflecting a 10.0% increase from $4,15
• $4,150.5 million — llion (reflecting a 10.0% increase from $4,150.5 million for the year ended December 31, 2022),
• $35.1 million — r ended December 31, 2022), net loss of $35.1 million (reflecting a 67.1% increase from $21.0
• $21.0 million — llion (reflecting a 67.1% increase from $21.0 million for the year ended December 31, 2022) a

Filing Documents

• d838237ds1a.htm (S-1/A) — 3007KB
• d838237dex11.htm (EX-1.1) — 260KB
• d838237dex51.htm (EX-5.1) — 11KB
• d838237dex1029.htm (EX-10.29) — 50KB
• d838237dex232.htm (EX-23.2) — 2KB
• d838237dexfilingfees.htm (EX-FILING FEES) — 21KB
• g838237g00n54.jpg (GRAPHIC) — 127KB
• g838237g00t01.jpg (GRAPHIC) — 29KB
• g838237g00t02.jpg (GRAPHIC) — 82KB
• g838237g00t05.jpg (GRAPHIC) — 219KB
• g838237g01c71.jpg (GRAPHIC) — 549KB
• g838237g05u79.jpg (GRAPHIC) — 283KB
• g838237g0927073848161.jpg (GRAPHIC) — 2KB
• g838237g29g29.jpg (GRAPHIC) — 20KB
• g838237g69w02.jpg (GRAPHIC) — 164KB
• g838237snap1.jpg (GRAPHIC) — 11KB
• g838237snap2.jpg (GRAPHIC) — 9KB
• 0001193125-24-227419.txt ( ) — 5389KB

RISK FACTORS

RISK FACTORS 21 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 61

USE OF PROCEEDS

USE OF PROCEEDS 63 DIVIDEND POLICY 64 CAPITALIZATION 65

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 69

BUSINESS

BUSINESS 96 MANAGEMENT 114 COMPENSATION DISCUSSION AND ANALYSIS 122 PRINCIPAL AND SELLING STOCKHOLDERS 141 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 144

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 148 DESCRIPTION OF CERTAIN INDEBTEDNESS 154 SHARES ELIGIBLE FOR FUTURE SALE 162 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TO NON-U.S. HOLDERS 164 UNDERWRITING (CONFLICTS OF INTEREST) 168 LEGAL MATTERS 179 EXPERTS 179 WHERE YOU CAN FIND MORE INFORMATION 179 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS F-1 i Table of Contents Through and including , 2024 (the 25th day after the date of this prospectus), all dealers that effect transactions in these securities, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to the dealers obligation to deliver a prospectus when acting as an underwriter and with respect to unsold allotments or subscriptions. Neither we, the selling stockholders nor any of the underwriters have authorized anyone to provide you with any information or to make any representations other than those contained in this prospectus or in any free writing prospectuses we have prepared. Neither we, the selling stockholders nor any of the underwriters take any responsibility for, and can provide no assurance as to the reliability of, any other information that others may provide you. We, the selling stockholders and the underwriters are offering to sell, and seeking offers to buy, shares of our common stock only in jurisdictions where offers and sales are permitted. The information contained in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or of any sale of our common stock. Our business, financial condition, results of operations and future growth prospects may have changed since that date. For investors outside the United States: No action is being taken in any jurisdiction outside the United States to permit a public offering of common stock or possession or distribution of this prospectus in that jurisdiction. Persons who come into possession of this pro

View Full Filing

View this S-1/A filing on SEC EDGAR