zSpace, Inc. Files IPO Amendment

TL;DR

zSpace IPO filing updated. Going public soon.

AI Summary

zSpace, Inc. filed an S-1/A amendment on November 25, 2024, for its initial public offering. The company, incorporated in Delaware, is seeking to register its securities under the Securities Act of 1933. The filing details its principal executive offices located at 55 Nicholson Lane, San Jose, California, 95134, with a business phone number of (408) 498-4050.

Why It Matters

This filing indicates zSpace, Inc. is moving forward with its plans to become a publicly traded company, which could impact its funding, growth, and stock market valuation.

Risk Assessment

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

Key Numbers

• 333-280427 — SEC File Number (Identifies this specific registration statement)
• 1231 — Fiscal Year End (Indicates the company's annual accounting period)

Key Players & Entities

• zSpace, Inc. (company) — Registrant
• November 25, 2024 (date) — Filing date
• 333-280427 (other) — SEC File Number
• 55 Nicholson Lane, San Jose, California, 95134 (address) — Principal executive offices
• (408) 498-4050 (phone_number) — Business phone number
• Paul Kellenberger (person) — Chief Executive Officer

FAQ

Key Financial Figures

• $5.00 — ic offering price will be approximately $5.00 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
• $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
• $27.3 million — 2, our revenue in the United States was $27.3 million and our revenue outside of the United S
• $8.4 m — evenue outside of the United States was $8.4 million, representing 76% and 24% of our

Filing Documents

• tm244059-29_s1a.htm (S-1/A) — 3716KB
• tm244059d37_ex3-4.htm (EX-3.4) — 9KB
• tm244059d37_ex10-20.htm (EX-10.20) — 21KB
• tm244059d37_ex10-43.htm (EX-10.43) — 22KB
• tm244059d37_ex23-1.htm (EX-23.1) — 4KB
• tm244059d37_ex-filingfees.htm (EX-FILING FEES) — 43KB
• lg_zspace-4c.jpg (GRAPHIC) — 7KB
• pht_inspire-4clr.jpg (GRAPHIC) — 34KB
• pht_learningplatform-4c.jpg (GRAPHIC) — 163KB
• pht_legacy-4clr.jpg (GRAPHIC) — 44KB
• pht_ourcompany-4c.jpg (GRAPHIC) — 44KB
• tm244059d37_ex23-1img001.jpg (GRAPHIC) — 8KB
• tm244059d37_ex23-1img002.jpg (GRAPHIC) — 10KB
• 0001104659-24-122584.txt ( ) — 4244KB

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 57

BUSINESS

BUSINESS 80 MANAGEMENT 89 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 105 PRINCIPAL STOCKHOLDERS 110 SELLING STOCKHOLDERS 113

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 116 SHARES ELIGIBLE FOR FUTURE RESALE 122 MATERIAL UNITED STATES FEDERAL INCOME TAX CONSIDERATIONS FOR NON-UNITED STATES HOLDERS OF OUR COMMON STOCK 125

UNDERWRITING

UNDERWRITING 129 LEGAL MATTERS 138 EXPERTS 138 WHERE YOU CAN FIND MORE INFORMATION 138 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

View Full Filing

View this S-1/A filing on SEC EDGAR