Complete Solaria Files S-1 Registration

TL;DR

Solaria (formerly Freedom Acquisition I) filed an S-1, looks like they're gearing up for a public offering.

AI Summary

Complete Solaria, Inc. filed an S-1 registration statement on July 24, 2024, to register its securities. The company, formerly known as Freedom Acquisition I Corp. until January 5, 2021, is incorporated in Delaware and has its principal executive offices in Fremont, California. The filing indicates a registration number of 333-280973 and a Central Index Key of 0001838987.

Why It Matters

This S-1 filing is a crucial step for Complete Solaria, Inc. as it signals their intent to offer securities to the public, potentially raising capital and increasing their visibility in the market.

Risk Assessment

Risk Level: medium — S-1 filings are standard for companies going public or issuing new securities, but the inherent risks of the market and the specific business of Complete Solaria are not detailed enough in this initial filing to assess a lower risk level.

Key Numbers

• 333-280973 — SEC File Number (Identifies this specific registration statement with the SEC.)
• 0001838987 — Central Index Key (Unique identifier for the filer in the SEC's EDGAR system.)

Key Players & Entities

• Complete Solaria, Inc. (company) — Registrant
• Freedom Acquisition I Corp. (company) — Former company name
• July 24, 2024 (date) — Filing date
• January 5, 2021 (date) — Date of name change
• 333-280973 (dollar_amount) — SEC File Number
• 0001838987 (dollar_amount) — Central Index Key
• Thurman J. Rodgers (person) — Chief Executive Officer

FAQ

Key Financial Figures

• $0.0001 — 0 shares of our common stock, par value $0.0001 per share (the " common stock "), by Wh
• $1.00 — res to be issued are sold at a price of $1.00 per share) and (b) up to 450,000 shares
• $30.0 million — wever, we may receive proceeds of up to $30.0 million from the sale of our common stock to th
• $1.50 — ted sales price of our common stock was $1.50 per share and the last reported sales p
• $0.10 — sales price of our Public Warrants was $0.10 per Public Warrant. We are an "emergin
• $500,000 — promissory note in the amount of up to $500,000 issued on April 1, 2022, by FACT to the
• $325,000 — promissory note in the amount of up to $325,000 issued on December 14, 2022, by FACT to
• $11.50 — Ordinary Share at an exercise price of $11.50 per share. " FACT Public Warrants " o
• $2,100,000 — promissory note in the amount of up to $2,100,000 issued on February 28, 2023, by FACT to
• $300,000 — promissory note in the amount of up to $300,000 issued on May 31, 2023, by FACT to the

Filing Documents

• ea0209845-s1_complete.htm (S-1) — 3287KB
• ea020984501ex5-1_complete.htm (EX-5.1) — 10KB
• ea020984501ex10-48_complete.htm (EX-10.48) — 15KB
• ea020984501ex23-1_complete.htm (EX-23.1) — 2KB
• ea020984501ex-fee_complete.htm (EX-FILING FEES) — 16KB
• image_001.jpg (GRAPHIC) — 12KB
• ex5-1_001.jpg (GRAPHIC) — 9KB
• 0001013762-24-000710.txt ( ) — 15433KB
• cslr-20240331.xsd (EX-101.SCH) — 154KB
• cslr-20240331_cal.xml (EX-101.CAL) — 127KB
• cslr-20240331_def.xml (EX-101.DEF) — 750KB
• cslr-20240331_lab.xml (EX-101.LAB) — 1164KB
• cslr-20240331_pre.xml (EX-101.PRE) — 770KB
• ea0209845-s1_complete_htm.xml (XML) — 1958KB

Business

Business 61 Management 68 Executive Compensation 73 Certain Relationships and Related Party Transactions 87 Principal Stockholders 96 Selling Securityholder 98 Description of Capital Stock 100 Material U.S. Federal Income Tax Consequences 106 Plan of Distribution 111 Legal Matters 113 Experts 113 Where You Can Find More Information 113 Index to Consolidated Financial Statements F-1 You should rely only on the information contained in this prospectus, any supplement to this prospectus or in any free writing prospectus, filed with the Securities and Exchange Commission. Neither we nor the Selling Securityholder have authorized anyone to provide you with additional information or information different from that contained in this prospectus filed with the Securities and Exchange Commission. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. The Selling Securityholder is offering to sell, and seeking offers to buy, our securities 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 any sale of our securities. Our business, financial condition, results of operations and prospects may have changed since that date. For investors outside of the United States: Neither we nor the Selling Securityholder have done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons outside the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, the offering of our securities and the distribution of this prospectus outside the United States. iii FREQUENTLY USED TERMS " 2022 Convertible Notes " mea

View Full Filing

View this S-1 filing on SEC EDGAR