Yoshiharu Global Co. Files for IPO

TL;DR

Yoshiharu Global Co. just filed for an IPO. Get ready for some new stock!

AI Summary

Yoshiharu Global Co. filed an S-1 registration statement with the SEC on February 4, 2025, for an initial public offering. The company, incorporated in Delaware and headquartered in Buena Park, CA, operates in the retail-eating places sector (SIC 5812). The filing indicates a previous name change from Yoshiharu Holdings Corp. on December 10, 2021.

Why It Matters

This S-1 filing marks the initial step for Yoshiharu Global Co. to become a publicly traded company, potentially allowing it to raise capital for expansion and providing liquidity for existing shareholders.

Risk Assessment

Risk Level: medium — As an S-1 filing, it represents a company seeking to go public, which inherently carries risks associated with market reception and operational execution.

Key Numbers

• 333-284685 — SEC File Number (Identifies the specific SEC registration file for this offering.)
• 0001898604 — Central Index Key (Unique identifier for the company in the SEC's EDGAR system.)

Key Players & Entities

• Yoshiharu Global Co. (company) — Registrant
• 0001493152-25-004833 (filing_id) — Accession Number
• 20250204 (date) — Filing Date
• 5812 (sic_code) — Standard Industrial Classification
• Yoshiharu Holdings Corp (company) — Former Company Name
• 20211210 (date) — Date of Name Change
• James Chae (person) — Chief Executive Officer
• Pryor Cashman LLP (company) — Legal Counsel
• Matthew Ogurick (person) — Legal Counsel Representative

FAQ

Key Financial Figures

• $0.0001 — of our Class A common stock, par value $0.0001 per share (“Class A Common Stock&
• $5.00 — erein); (ii) a purchase price of either $5.00 per share of Class A Common Stock or 90
• $10,000,000 — that we may sell up to an aggregate of $10,000,000 of our Class A Common Stock to Crom und
• $3.68 — Stock on Nasdaq on February 3, 2025 was $3.68 per share. Investing in our securitie
• $4.00 — k”) at a public offering price of $4.00 per share, generating gross proceeds of
• $11,760,000 — per share, generating gross proceeds of $11,760,000. Net proceeds from the IPO were approxi
• $10.3 million — roceeds from the IPO were approximately $10.3 million after deducting underwriting discounts
• $1.5 million — ther offering expenses of approximately $1.5 million. We granted the underwriters a 45-day
• $1.0 million — October 2, 2024, we made a non-brokered $1.0 million private placement investment from an ac
• $145,000 — ith an average household income of over $145,000 within a 3-mile radius. As we primaril
• $1.2 million — dquo;AUV”, as defined herein) was $1.2 million in 2022 and $1.1 million in 2023. Qua
• $1.1 million — ed herein) was $1.2 million in 2022 and $1.1 million in 2023. Quality of Food and Excellen

Filing Documents

• forms-1.htm (S-1) — 588KB
• ex5-1.htm (EX-5.1) — 26KB
• ex10-30.htm (EX-10.30) — 110KB
• ex10-31.htm (EX-10.31) — 419KB
• ex10-32.htm (EX-10.32) — 148KB
• ex10-33.htm (EX-10.33) — 245KB
• ex10-34.htm (EX-10.34) — 99KB
• ex10-35.htm (EX-10.35) — 15KB
• ex23-1.htm (EX-23.1) — 4KB
• ex107.htm (EX-FILING FEES) — 20KB
• 0001493152-25-004833.txt ( ) — 1674KB

Risk Factors

Risk Factors 11 Special Note Regarding Forward-Looking Statements 14 The Crom EPA Transaction 15 The Crom Note Transaction 18

Use of Proceeds

Use of Proceeds 19 Market for Common Stock and Dividend Policy 2 0 Capitalization 21

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 22

Description of Securities

Description of Securities 23 Selling Stockholder 26 Plan of Distribution 27

Executive Compensation

Executive Compensation 29 Legal Matters 34 Experts 34 Incorporation of Certain Information by Reference 35 Where You Can Find More Information 36 i ABOUT THIS PROSPECTUS The registration statement on Form S-1 of which this prospectus forms a part and that we have filed with the U.S. Securities and Exchange Commission (the “SEC”), includes exhibits that provide more detail of the matters discussed in this prospectus. You should read this prospectus and the related exhibits filed with the SEC, together with the additional information described under the heading “ Where You Can Find More Information .” You should rely only on the information contained in this prospectus and the related exhibits, any prospectus supplement or amendment thereto, or to which we have referred you, before making your investment decision. Neither we, nor the selling stockholder named herein (the “Selling Stockholder”), nor any financial advisor engaged by us or the Selling Stockholder in connection with this offering, have authorized anyone to provide you with additional information or information different from that contained in this prospectus. Neither the delivery of this prospectus nor the sale of our securities means that the information contained in this prospectus is correct after the date of this prospectus. You should not assume that the information contained in this prospectus, any prospectus supplement or amendments thereto, as well as information we have previously filed with the SEC, is accurate as of any date other than the date on the front cover of the applicable document. Our business, financial condition, results of operations and prospects may have changed since those dates. This prospectus is an offer to sell only the securities offered hereby, but only under circumstances and in jurisdictions where it is lawful to do so. The Selling Stockholder is not offering to sell or seeking offers to purchase these sec

View Full Filing

View this S-1 filing on SEC EDGAR