zSpace, Inc. Files S-1/A for IPO

TL;DR

zSpace IPO update filed 9/9. Details on offering terms and financials.

AI Summary

zSpace, Inc. filed an S-1/A amendment on September 9, 2024, for its initial public offering. The company, incorporated in Delaware, is seeking to register an unspecified amount of common stock. The filing provides updated information for potential investors regarding its business, financial condition, and the terms of the offering.

Why It Matters

This filing provides crucial updates for potential investors in zSpace, Inc.'s upcoming initial public offering, detailing the company's financial health and offering terms.

Risk Assessment

Risk Level: medium — As an S-1/A filing for an IPO, the company is seeking public investment, which inherently carries risks associated with new public companies and market reception.

Key Players & Entities

• zSpace, Inc. (company) — Registrant
• September 9, 2024 (date) — Filing date
• Delaware (location) — State of incorporation
• Paul Kellenberger (person) — Chief Executive Officer
• 333-280427 (other) — SEC File Number

FAQ

Key Financial Figures

• $4.50 — l public offering price will be between $4.50 and $5.50 per share. We have applied
• $5.50 — ffering price will be between $4.50 and $5.50 per share. We have applied to list ou
• $2,038,665 — suable upon the automatic conversion of $2,038,665 in SAFE Agreements immediately prior to
• $5 — If the initial public offering price is $5.00, which is the midpoint of the range
• $21.4 billion — M) for the K-12 market is approximately $21.4 billion in the United States, $29.0 billion in
• $29.0 billion — ely $21.4 billion in the United States, $29.0 billion in Europe, Middle East and Africa regio
• $5.6 billion — iddle East and Africa region (EMEA) and $5.6 billion in the Asia Pacific region (APAC) and t
• $6.2 billion — TAM for the CTE market is approximately $6.2 billion in the United States, $5.4 billion in E
• $5.4 billion — tely $6.2 billion in the United States, $5.4 billion in EMEA and $0.8 billion in APAC, with
• $0.8 billion — United States, $5.4 billion in EMEA and $0.8 billion in APAC, with an overall global TAM of
• $68 billion — h an overall global TAM of greater than $68 billion. Our TAM for the K-12 market is an esti
• $142.4 billion — ucation technology market was valued at $142.4 billion in 2023 and is expected to grow at a co
• $252 billion — et is expected to grow at a 37% CAGR to $252 billion by 2028 compared to $28 billion in 2021
• $28 billion — AGR to $252 billion by 2028 compared to $28 billion in 2021. Markets and Markets Research p
• $14.2 billion — education market globally will grow to $14.2 billion by 2028 (CAGR of 30% from 2023). Over

Filing Documents

• tm244059-21_s1a.htm (S-1/A) — 3632KB
• tm244059d23_ex23-1.htm (EX-23.1) — 2KB
• lg_zspace-4c.jpg (GRAPHIC) — 7KB
• pht_ourcompany-4c.jpg (GRAPHIC) — 44KB
• pht_learningplatform-4c.jpg (GRAPHIC) — 163KB
• pht_inspire-4clr.jpg (GRAPHIC) — 34KB
• pht_legacy-4clr.jpg (GRAPHIC) — 44KB
• 0001104659-24-098164.txt ( ) — 4038KB

RISK FACTORS

RISK FACTORS 17 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 50

USE OF PROCEEDS

USE OF PROCEEDS 51 DIVIDEND POLICY 52 CAPITALIZATION 53

DILUTION

DILUTION 55 MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 58

BUSINESS

BUSINESS 81 MANAGEMENT 90 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 106 PRINCIPAL STOCKHOLDERS 111 SELLING STOCKHOLDERS 114

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 117 SHARES ELIGIBLE FOR FUTURE RESALE 123 MATERIAL UNITED STATES FEDERAL INCOME TAX CONSIDERATIONS FOR NON-UNITED STATES HOLDERS OF OUR COMMON STOCK 126

UNDERWRITING

UNDERWRITING 130 LEGAL MATTERS 139 EXPERTS 139 WHERE YOU CAN FIND MORE INFORMATION 139 INDEX TO FINANCIAL STATEMENTS F-1 You should rely only on the information contained in this prospectus and in any free writing prospectus that we have authorized for use in connection with this offering. Neither we, the selling stockholders described herein (the "Selling Stockholders"), nor the underwriters have authorized any other person to provide you with additional or different information. If anyone provides you with different or inconsistent information, you should not rely on it. We, the Selling Stockholders, and the underwriters take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. Neither we, the Selling Stockholders, nor the underwriters are making an offer to sell these securities in any jurisdiction where an offer or sale is not permitted. You should assume that the information in this prospectus is accurate only as of the date on the front cover of this prospectus, regardless of the time of delivery of this prospectus or any sale of our common stock. Our business, financial condition, results of operations and prospects may have changed since that date. For investors outside of the United States: Neither we, the Selling Stockholders, nor any of the underwriters 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 of the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, the offering of the shares of our common stock and the distribution of this prospectus outside of the United States. i TABLE OF CONTENTS NON-GAAP FINANCIAL MEASURES We prepare our consolidated financial statements in accordance with accounting principles generall

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View this S-1/A filing on SEC EDGAR