Zeo Energy Corp. Files S-1 Registration Statement

TL;DR

<b>Zeo Energy Corp. has filed an S-1 registration statement, marking a significant step in its public offering process.</b>

AI Summary

Zeo Energy Corp. (ZEOWW) filed a IPO Registration (S-1) with the SEC on April 17, 2024. Zeo Energy Corp. filed an S-1 registration statement with the SEC on April 17, 2024. The company was formerly known as ESGEN Acquisition Corp. and changed its name on June 2, 2021. Zeo Energy Corp. is incorporated in Delaware. The principal executive offices are located at 7625 Little Rd, Suite 200A, New Port Richey, FL 34654. Timothy Bridgewater is listed as the Chief Executive Officer.

Why It Matters

For investors and stakeholders tracking Zeo Energy Corp., this filing contains several important signals. The S-1 filing indicates Zeo Energy Corp. is preparing for a public offering, which could provide capital for expansion and operations. The company's previous identity as ESGEN Acquisition Corp. suggests a history of corporate restructuring or a focus on acquisition strategies prior to this registration.

Risk Assessment

Risk Level: low — Zeo Energy Corp. shows low risk based on this filing. The filing is an S-1 registration statement, which is a preliminary step for a public offering and does not contain detailed financial performance data or operational specifics that would indicate immediate risk.

Analyst Insight

Monitor future filings for details on the public offering, financial performance, and business strategy of Zeo Energy Corp.

Key Numbers

• S-1 — Form Type (Registration Statement)
• 333-278769 — SEC File Number (Registration number)
• 24852059 — Film Number (SEC film number)
• 0001865506 — Central Index Key (Filer's unique identifier)

Key Players & Entities

• Zeo Energy Corp. (company) — Registrant name
• SEC (regulator) — Securities and Exchange Commission
• 2024-04-17 (date) — Filing date
• ESGEN Acquisition Corp. (company) — Former company name
• 2021-06-02 (date) — Date of name change
• Delaware (jurisdiction) — State of incorporation
• 7625 Little Rd, Suite 200A New Port Richey, FL 34654 (address) — Principal executive offices
• Timothy Bridgewater (person) — Chief Executive Officer

FAQ

Industry Context

The filing is a standard S-1 registration statement, typically used by companies planning an initial public offering (IPO) or other public securities offerings.

Regulatory Implications

The S-1 form is a registration statement filed with the U.S. Securities and Exchange Commission (SEC) by companies intending to offer securities to the public.

What Investors Should Do

1. Review the full S-1 filing for detailed financial statements and business descriptions.
2. Track the progress of Zeo Energy Corp.'s public offering.
3. Analyze any subsequent amendments or prospectuses related to this S-1 filing.

Key Dates

• 2024-04-17: S-1 Filing — Registration statement filed with the SEC.
• 2021-06-02: Name Change — Zeo Energy Corp. formerly known as ESGEN Acquisition Corp.

Year-Over-Year Comparison

This is the initial S-1 filing for Zeo Energy Corp. under its current name, indicating a new phase for the company's public market activities.

Key Financial Figures

• $11.50 — 00,000 warrants at an exercise price of $11.50 per warrant (the "Warrants"), that were
• $10.00 — public offering of units at a price of $10.00 per unit, with each unit consisting of
• $5.00 — Co. at an equity consideration value of $5.00 per share; 1,838,430 shares of Class
• $5.20 — g price of our Class A Common Stock was $5.20 per share and the closing price for our
• $0.1121 — the closing price for our Warrants was $0.1121 per warrant. We are an "emerging grow
• $0.0001 — ares of Class A common stock, par value $0.0001 per share, of Zeo. " Class V Common St
• $11 — ough the date the conversion occurs, by $11.00, at the option of Sponsor, subject t
• $12 — d on Nasdaq is greater than or equal to $12 per share (as adjusted for stock splits

Filing Documents

• ea0203510-01.htm (S-1) — 6252KB
• ea020351001ex5-1_zeoener.htm (EX-5.1) — 15KB
• ea020351001ex23-1_zeoener.htm (EX-23.1) — 2KB
• ea020351001ex23-2_zeoener.htm (EX-23.2) — 2KB
• ea020351001ex-fee_zeoener.htm (EX-FILING FEES) — 30KB
• timage_001.jpg (GRAPHIC) — 449KB
• ex5-1_001.jpg (GRAPHIC) — 3KB
• 0001213900-24-033869.txt (&nbsp;) — 11815KB
• esac-20231231.xsd (EX-101.SCH) — 46KB
• esac-20231231_cal.xml (EX-101.CAL) — 23KB
• esac-20231231_def.xml (EX-101.DEF) — 210KB
• esac-20231231_lab.xml (EX-101.LAB) — 363KB
• esac-20231231_pre.xml (EX-101.PRE) — 214KB
• ea0203510-01_htm.xml (XML) — 897KB

USE OF PROCEEDS

USE OF PROCEEDS 50 DETERMINATION OF OFFERING PRICE 51 MARKET INFORMATION FOR COMMON STOCK AND DIVIDEND POLICY 52 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION 53

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 76 EXECUTIVE AND DIRECTOR COMPENSATION 87 MANAGEMENT 94

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 99 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 101 SELLING SECURITYHOLDERS 104

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 106 RESTRICTIONS ON RESALE OF COMMON STOCK 119 PLAN OF DISTRIBUTION 120 MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS 123 EXPERTS 128 LEGAL MATTERS 128 WHERE YOU CAN FIND MORE INFORMATION 128 INDEX TO FINANCIAL STATEMENTS F-1 i Table of Contents ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S -1 that we filed with the SEC using the "shelf" registration process. Under the shelf registration process, the selling securityholders may, from time to time, sell the securities offered by them described in this prospectus through any means described in the section titled " Plan of Distribution ." More specific terms of any securities that the selling securityholders and their permitted transferees offer and sell may be provided in a prospectus supplement that describes, among other things, the specific amounts and prices of the securities being offered and the terms of the offering. This prospectus also relates to the issuance by us of shares of Class A Common Stock from time to time upon the occurrence of the events described in this prospectus. We may also provide a prospectus supplement or post -effective amendment to the registration statement of which this prospectus forms a part to add information to, or update or change information contained in, this prospectus. Any statement contained in this prospectus will be deemed to be modified or superseded for purposes of this prospectus to the extent that a statement contained in such prospectus supplement or post -effective amendment modifies or supersedes such statement. Any statement so modified will be deemed to constitute a part of this prospectus only as so modified, and any statement so superseded will be deemed not to constitute a part of this prospectus. You should read both this prospectus and any applicable prospectus supplement or post -effective amendment to the registration statement of which this prospectus forms a par

View Full Filing

View this S-1 filing on SEC EDGAR