LandBridge Co LLC Files IPO Amendment
Ticker: LB · Form: S-1/A · Filed: Jun 24, 2024 · CIK: 1995807
Sentiment: neutral
Topics: ipo, sec-filing, amendment
TL;DR
LandBridge IPO update: S-1/A filed 6/24. Get ready.
AI Summary
LandBridge Co LLC filed an S-1/A amendment on June 24, 2024, for its initial public offering. The company, incorporated in Delaware, is involved in oil royalty trading and is headquartered in Houston, Texas. This filing is an amendment to a previous registration statement, indicating ongoing preparations for its IPO.
Why It Matters
This S-1/A filing signifies LandBridge Co LLC's continued progress towards becoming a publicly traded company, which could impact its access to capital and future growth strategies.
Risk Assessment
Risk Level: medium — As an S-1/A filing, it represents a company in the process of going public, which inherently carries market and execution risks.
Key Numbers
- 333-279893 — SEC File Number (Identifies this specific registration filing with the SEC.)
Key Players & Entities
- LandBridge Co LLC (company) — Registrant
- June 24, 2024 (date) — Filing Date
- 333-279893 (registration_number) — SEC File Number
- Jason Long (person) — Chief Executive Officer
- David P. Oelman (person) — Counsel
- Michael S. Telle (person) — Counsel
- Hillary H. Holmes (person) — Counsel
- Harrison Tucker (person) — Counsel
- Cynthia M. Mabr (person) — Counsel
FAQ
What is the purpose of this S-1/A filing?
This S-1/A filing is an amendment to the Form S-1 Registration Statement, indicating updates or changes to the initial filing for LandBridge Company LLC's proposed initial public offering.
When was this amendment filed with the SEC?
This amendment was filed with the U.S. Securities and Exchange Commission on June 24, 2024.
Who is the Chief Executive Officer of LandBridge Company LLC?
Jason Long is listed as the Chief Executive Officer of LandBridge Company LLC.
What is the primary business of LandBridge Company LLC?
LandBridge Company LLC is classified under the Standard Industrial Classification code 6792, which corresponds to OIL ROYALTY TRADERS.
Where is LandBridge Company LLC's principal executive office located?
The principal executive offices of LandBridge Company LLC are located at 5555 San Felipe Street, Suite 1200, Houston, Texas 77056.
Filing Stats: 4,532 words · 18 min read · ~15 pages · Grade level 16.4 · Accepted 2024-06-24 07:14:40
Key Financial Figures
- $19.00 — for our Class A shares will be between $19.00 and $22.00 per Class A share. We have b
- $22.00 — ass A shares will be between $19.00 and $22.00 per Class A share. We have been authori
- $80 million — est in purchasing up to an aggregate of $80 million of the Class A shares offered hereby at
- $20.50 — assumes (i) a public offering price of $20.50 per Class A share (the midpoint of the
Filing Documents
- d752700ds1a.htm (S-1/A) — 2924KB
- d752700dex109.htm (EX-10.9) — 90KB
- d752700dex1011.htm (EX-10.11) — 126KB
- d752700dex1012.htm (EX-10.12) — 111KB
- d752700dex231.htm (EX-23.1) — 2KB
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- 0001193125-24-166291.txt ( ) — 6608KB
Risk Factors
Risk Factors 46 Cautionary Note Regarding Forward-Looking Statements 87
Use of Proceeds
Use of Proceeds 90 Dividend Policy 92 Capitalization 93
Managements Discussion and Analysis of Financial Condition and Results of Operations
Managements Discussion and Analysis of Financial Condition and Results of Operations 97 Industry 122
Business
Business 134 Management 177
Executive Compensation
Executive Compensation 186 Corporate Reorganization 194
Security Ownership of Certain Beneficial Owners and Management
Security Ownership of Certain Beneficial Owners and Management 197 Certain Relationships and Related Party Transactions 199 Description of Shares 206 Our Operating Agreement 209 Shares Eligible for Future Sale 219 Material U.S. Federal Income Tax Considerations for Non-U.S. Holders 222 Certain ERISA Considerations 227
Underwriting
Underwriting 230 Legal Matters 238 Experts 238 Where You Can Find More Information 238 Glossary of Certain Industry Terms A-1 Index to Financial Statements F-1 Neither we nor the underwriters have authorized anyone to provide you with information different from that contained in this prospectus and any free writing prospectus we have prepared. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. We and the underwriters are offering to sell Class A shares and seeking offers to buy Class A shares only under circumstances and in jurisdictions where such offers and sales are lawful. The information in this 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 the Class A shares. Our business, liquidity position, financial condition, prospects or results of operations may have changed since the date of this prospectus. This prospectus contains forward-looking statements that are subject to a number of risks and uncertainties, many of which are beyond our control. See the sections titled Risk Factors and Cautionary Note Regarding Forward-Looking Statements. i Table of Contents BASIS OF PRESENTATION This is the initial public offering of Class A shares of LandBridge. We were formed on September 27, 2023 by WaterBridge NDB LLC (NDB LLC) and have not conducted and will not conduct any material business operations prior to the completion of the transactions described under Corporate Reorganization (such transactions, the Corporate Reorganization) other than certain activities related to this offering. Following the Corporate Reorganization, LandBridge will be a holding company, the sole material asset of which will consist of membership interests (OpCo Units) in DBR Land Holdings LLC, a Delaware limited liability company (OpCo). LandBridge will also be the sole managing member of OpC