Treasure Global Inc. Files S-1 for Public Offering

TL;DR

TREASURE GLOBAL INC. just filed an S-1, looks like they're gearing up for an IPO.

AI Summary

Treasure Global Inc. filed an S-1 registration statement with the SEC on November 18, 2024. The company, incorporated in Delaware, is based in New York and operates in the business services sector. This filing indicates the company is preparing to offer securities to the public, though specific details on the offering size or terms are not yet available in this initial document.

Why It Matters

This S-1 filing is a crucial step for Treasure Global Inc. as it signals their intention to raise capital through a public offering, potentially impacting its future growth and market position.

Risk Assessment

Risk Level: medium — As an S-1 filing, it represents a company seeking to go public, which inherently carries risks related to market reception, regulatory hurdles, and financial performance.

Key Numbers

• 7389 — SIC Code (Identifies the company's industry as Services-Business Services, NEC.)
• 36-4965082 — IRS Number (Company's Employer Identification Number.)

Key Players & Entities

• TREASURE GLOBAL INC (company) — Registrant
• Carlson Thow (person) — Chief Executive Officer
• New York (location) — Principal Executive Offices
• Delaware (location) — State of Incorporation
• November 18, 2024 (date) — Filing Date

FAQ

Key Financial Figures

• $0.00001 — Selling Shareholder Shares"), par value $0.00001 per share by Alumni Capital LP ("Alumni
• $5,000,000 — t at variable exercise prices and up to $5,000,000 in proceeds from the sale of shares of
• $0.317 — apital Market on November 15, 2024, was $0.317 per share. We are an "emerging growth
• $495,500 — software application in exchange for USD$495,500 worth of common stock, par value $0.000
• $3.93 — ompany, or 126,082 shares valued at USD $3.93 per share. The Agreement may be termina
• $120,000 — consultant with a cash consideration of $120,000. We issued 20,000 shares of the common
• $148,500 — xchange for a total of approximately USD$148,500, of which shall be payable by the Purch
• $2,990,900 — ng an aggregate offering price of up to $2,990,900 from time to time through the Sales Age
• $2,800,000.00 — mpany agreed to pay OCTA a total fee of $2,800,000.00 ("Service Fees") to OCTA and/or its nom
• $10,000.00 — as well as the payment of a flat fee of $10,000.00 per month, starting from the delivery o
• $0.80 — f shares issued was based on a value of $0.80 per share. If however, on the date that
• $2,800,000 — ock equal to the difference between (x) $2,800,000 divided by such 30-day VWAP and (y) 3,5

Filing Documents

• ea0221595-s1_treasure.htm (S-1) — 2348KB
• ea022159501ex5-1_treasure.htm (EX-5.1) — 13KB
• ea022159501ex23-1_treasure.htm (EX-23.1) — 3KB
• ea022159501ex-fee_treasure.htm (EX-FILING FEES) — 19KB
• image_001.jpg (GRAPHIC) — 5KB
• image_002.jpg (GRAPHIC) — 26KB
• image_003.jpg (GRAPHIC) — 28KB
• image_004.jpg (GRAPHIC) — 26KB
• image_005.jpg (GRAPHIC) — 24KB
• image_006.jpg (GRAPHIC) — 9KB
• image_007.jpg (GRAPHIC) — 16KB
• image_008.jpg (GRAPHIC) — 21KB
• image_009.jpg (GRAPHIC) — 33KB
• image_010.jpg (GRAPHIC) — 25KB
• image_011.jpg (GRAPHIC) — 16KB
• image_012.jpg (GRAPHIC) — 1KB
• image_013.jpg (GRAPHIC) — 29KB
• image_014.jpg (GRAPHIC) — 7KB
• image_015.jpg (GRAPHIC) — 4KB
• ex5-1_001.jpg (GRAPHIC) — 7KB
• ex5-1_002.jpg (GRAPHIC) — 18KB
• ex23-1_001.jpg (GRAPHIC) — 52KB
• ex23-1_002.jpg (GRAPHIC) — 16KB
• 0001213900-24-099692.txt ( ) — 13221KB
• tgl-20240930.xsd (EX-101.SCH) — 105KB
• tgl-20240930_cal.xml (EX-101.CAL) — 84KB
• tgl-20240930_def.xml (EX-101.DEF) — 552KB
• tgl-20240930_lab.xml (EX-101.LAB) — 867KB
• tgl-20240930_pre.xml (EX-101.PRE) — 575KB
• ea0221595-s1_treasure_htm.xml (XML) — 1757KB

RISK FACTORS

RISK FACTORS 11 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS 29 THE ALUMNI CAPITAL TRANSACTION 30

USE OF PROCEEDS

USE OF PROCEEDS 31 MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS 31 DIVIDEND POLICY 31 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 32

BUSINESS

BUSINESS 47 MANAGEMENT 64

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 69 PRINCIPAL STOCKHOLDERS 71 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 72

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 72 SELLING SHAREHOLDER 74 PLAN OF DISTRIBUTION 75 EXPERTS 77 LEGAL MATTERS 77 WHERE YOU CAN FIND MORE INFORMATION 77 INDEX TO FINANCIAL STATEMENTS F-1 You should rely only on the information contained in this prospectus or any prospectus supplement or amendment. Neither we, nor the placement agent, have authorized any other person to provide you with information that is different from, or adds to, that contained in this prospectus. If anyone provides you with different or inconsistent information, you should not rely on it. Neither we nor the placement agent take responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. You should assume that the information contained in this prospectus or any free writing 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 securities. Our business, financial condition, results of operations and prospects may have changed since that date. We are not making an offer of any securities in any jurisdiction in which such offer is unlawful. No action is being taken in any jurisdiction outside the United States to permit a public offering of our securities or possession or distribution of this prospectus in that jurisdiction. Persons who come into possession of this prospectus in jurisdictions outside the United States are required to inform themselves about and to observe any restrictions as to this public offering and the distribution of this prospectus applicable to that jurisdiction. i ABOUT THIS PROSPECTUS Throughout this prospectus, unless otherwise designated or the context suggests otherwise, all references to the "Company," "TGL," the "registrant," "we," "our" or "us" in this prospectus mean Treasure Global Inc and its subsidiaries; "year" or "fiscal year" means the year ending June 30th; all dollar or $ references, w

View Full Filing

View this S-1 filing on SEC EDGAR