Rocky Mountains Group Ltd Files S-1 for Public Offering
Sentiment: neutral
Topics: ipo, registration-statement, public-offering
TL;DR
Rocky Mountains Group Ltd just filed an S-1, prepping for a public stock offering soon.
AI Summary
Rocky Mountains Group Ltd, incorporated in Nevada, filed an S-1 registration statement on August 30, 2024, indicating plans for a public offering of securities. The company, with a principal mailing address in Auckland, New Zealand, and a contact phone number of (+61) 4 0522 3877, is preparing to sell its shares as soon as practicable after the registration statement becomes effective.
Why It Matters
This S-1 filing signals Rocky Mountains Group Ltd's intention to become a publicly traded company, which could lead to increased liquidity and capital for growth, impacting investors and the broader market.
Risk Assessment
Risk Level: medium — As an S-1 filing, it represents a company preparing for an IPO, which inherently carries risks associated with new public market entrants and unproven business models.
Key Players & Entities
- Rocky Mountains Group Ltd (company) — Registrant
- August 30, 2024 (date) — Filing Date
- Nevada (jurisdiction) — State of Incorporation
- E 242 Bucklands Beach Road, Bucklands Beach Auckland 2012, New Zealand (address) — Principal Mailing Address
- (+61) 4 0522 3877 (phone_number) — Registrant's telephone number
- rockymountains@yeah.net (email) — Company email
FAQ
What is the primary purpose of this S-1 filing?
The S-1 filing is a registration statement required by the SEC for companies planning to offer securities to the public, indicating Rocky Mountains Group Ltd's intent to go public.
When was this S-1 filing submitted?
The filing was submitted on August 30, 2024.
Where is Rocky Mountains Group Ltd incorporated?
Rocky Mountains Group Ltd is incorporated in Nevada.
What is the company's principal mailing address?
The company's principal mailing address is E 242 Bucklands Beach Road, Bucklands Beach Auckland 2012, New Zealand.
When does the company anticipate the proposed sale of securities to the public to commence?
The proposed sale of securities to the public is expected to commence as soon as practicable after this Registration Statement becomes effective.
Filing Stats: 4,659 words · 19 min read · ~16 pages · Grade level 13.5 · Accepted 2024-08-30 09:30:49
Key Financial Figures
- $0.0001 — td 8,000,000 SHARES OF COMMON STOCK $0.0001 par VALUE PER SHARE Prior to this Off
- $0.015 — ompany will be sold at a fixed price of $0.015 per share for the duration of the Offer
- $120,000 — pany are sold, the Company will receive $120,000 in net proceeds. Assuming 6,000,000 sha
- $90,000 — pany are sold, the Company will receive $90,000 in net proceeds. Assuming 4,000,000 sha
- $60,000 — pany are sold, the Company will receive $60,000 in net proceeds. Assuming 2,000,000 sha
- $30,000 — pany are sold, the Company will receive $30,000 in net proceeds. There is no minimum am
- $27,000 — tes the costs of this offering at about $27,000. All expenses incurred in this offering
- $2,000 — , to Mr. Zonghan Wu in consideration of $2,000. The $2,000 in proceeds went to the Com
Filing Documents
- forms-1.htm (S-1) — 636KB
- ex3-1.htm (EX-3.1) — 2KB
- ex3-2.htm (EX-3.2) — 7KB
- ex5-1.htm (EX-5.1) — 2KB
- ex99-1.htm (EX-99.1) — 35KB
- ex107.htm (EX-FILING FEES) — 32KB
- forms-1_001.jpg (GRAPHIC) — 56KB
- forms-1_002.jpg (GRAPHIC) — 91KB
- ex3-1_001.jpg (GRAPHIC) — 528KB
- ex3-1_002.jpg (GRAPHIC) — 395KB
- ex3-2_001.jpg (GRAPHIC) — 402KB
- ex3-2_002.jpg (GRAPHIC) — 516KB
- ex3-2_003.jpg (GRAPHIC) — 454KB
- ex3-2_004.jpg (GRAPHIC) — 500KB
- ex3-2_005.jpg (GRAPHIC) — 466KB
- ex3-2_006.jpg (GRAPHIC) — 444KB
- ex3-2_007.jpg (GRAPHIC) — 470KB
- ex3-2_008.jpg (GRAPHIC) — 441KB
- ex3-2_009.jpg (GRAPHIC) — 217KB
- ex3-2_010.jpg (GRAPHIC) — 120KB
- ex5-1_001.jpg (GRAPHIC) — 624KB
- ex5-1_002.jpg (GRAPHIC) — 741KB
- 0001493152-24-034491.txt ( ) — 9614KB
USE OF PROCEEDS
USE OF PROCEEDS 20 DETERMINATION OF OFFERING PRICE 20
DILUTION
DILUTION 21 PLAN OF DISTRIBUTION 22
DESCRIPTION OF SECURITIES
DESCRIPTION OF SECURITIES 23 INTERESTS OF NAMED EXPERTS AND COUNSEL 24 REPORTS TO SECURITIES HOLDERS 24 DESCRIPTION OF FACILITIES 24
LEGAL PROCEEDINGS
LEGAL PROCEEDINGS 25 PATENTS AND TRADEMARKS 25 DIRECTORS AND EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 25
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 26
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 28 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 28 PRINCIPAL ACCOUNTING FEES AND SERVICES 28 MATERIAL CHANGES 28
FINANCIAL STATEMENTS
FINANCIAL STATEMENTS F1- F11
INFORMATION NOT REQUIRED IN PROSPECTUS
PART II. INFORMATION NOT REQUIRED IN PROSPECTUS OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION 29 INDEMNIFICATION OF DIRECTORS AND OFFICERS 29 RECENT SALES OF UNREGISTERED SECURITIES 30 EXHIBITS TO THE REGISTRATION STATEMENT 30 UNDERTAKINGS 31
SIGNATURES
SIGNATURES 32 You should rely only on the information contained in this prospectus or contained in any free writing prospectus filed with the Securities and Exchange Commission. We have not authorized anyone to provide you with additional information or information different from that contained in this prospectus filed with the Securities and Exchange Commission. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. We are offering to sell, and seeking offers to buy, our common stock only in jurisdictions where offers and sales are permitted. The information contained in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or any sale of shares of our common stock. Our business, financial condition, results of operations and prospects may have changed since that date. Through August 30, 2024 all dealers that effect transactions in these securities, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to the dealers’ obligation to deliver a prospectus when acting as underwriters and with respect to their unsold allotments or subscriptions. The date of this prospectus is ___________________. Table of Contents PART I PROSPECTUS PROSPECTUS SUMMARY In this Prospectus, “Rocky Mountains Group,” “Rocky Mountains” the “Company,” “we,” “us,” and “our,” refer to Rocky Mountains Group Ltd, unless the context otherwise requires. Unless otherwise indicated, the term “fiscal year” refers to our fiscal year ending May 31st. Unless otherwise indicated, the term “common stock” refers to shares of the Company’s common stock. This Prospectus, and any supplement to this Prospectus include “forward-looking statements”. To the extent that the information