Venyra Files S-1 for $120K Public Offering at $0.03/Share

TL;DR

**Venyra's S-1 is a highly speculative micro-cap play, offering 4 million shares at a mere $0.03 each, signaling extreme risk for early investors.**

AI Summary

Venyra Corp, an emerging growth company incorporated in Wyoming, filed an S-1 registration statement on July 18, 2025, to register 4,000,000 shares of common stock at a proposed maximum offering price of $0.03 per share, totaling $120,000. The company is a smaller reporting company and has not elected to use the extended transition period for complying with new financial accounting standards. The filing indicates that the proposed sale to the public will commence as soon as practicable after the effective date of the registration statement. Juvenal Victor Fontes Dos Santos is listed as the principal executive officer, with the company's business address at 1309 Coffeen Avenue STE 1200, Sheridan, Wyoming 82801. The registration fee for this offering is $18, calculated pursuant to Rule 457(a) of the Securities Act. No specific revenue or net income figures are provided in this initial S-1 filing, as it primarily focuses on the registration of securities for a proposed public offering.

Why It Matters

This S-1 filing marks Venyra Corp's initial step towards becoming a publicly traded entity, offering 4,000,000 shares at a low price of $0.03 each. For investors, this represents a highly speculative, early-stage opportunity with potential for significant volatility. Employees and customers will be watching for how public market scrutiny might impact the company's operations and strategic direction. Given the minimal offering size and low share price, Venyra will likely compete in the micro-cap market, facing challenges in liquidity and investor interest compared to larger, more established firms.

Risk Assessment

Risk Level: high — The risk level is high due to the proposed offering price of $0.03 per share for 4,000,000 shares, indicating a very early-stage company with a low valuation of $120,000. Furthermore, Venyra Corp is classified as both a 'smaller reporting company' and an 'emerging growth company,' which typically face greater operational and financial uncertainties and less stringent reporting requirements.

Analyst Insight

Investors should approach Venyra Corp with extreme caution, recognizing the high speculative nature of a $0.03 per share offering. Consider this a high-risk, high-reward venture and only allocate capital that you are prepared to lose entirely. Conduct thorough due diligence beyond this initial filing, focusing on the company's business model, management team, and financial health once more details become available.

Executive Compensation

Key Numbers

• 4,000,000 — Shares of Common Stock (Amount to be registered in the offering)
• $0.03 — Offering Price Per Share (Proposed maximum price for each share)
• $120,000 — Proposed Maximum Offering (Total value of the securities to be registered)
• $18 — Registration Fee (Fee paid to the SEC for the registration statement)
• 2025-07-18 — Filing Date (Date the S-1 registration statement was filed)
• 0002074652 — Central Index Key (CIK) (Unique identifier for Venyra Corp with the SEC)

Key Players & Entities

• Venyra Corp (company) — Registrant filing S-1
• Juvenal Victor Fontes Dos Santos (person) — Principal Executive Officer of Venyra Corp
• The Law Offices Of Thomas C. Cook (company) — Legal counsel for correspondence
• BizFilings (company) — Agent for service
• SEC (regulator) — Securities and Exchange Commission
• $0.03 (dollar_amount) — Proposed offering price per share
• $120,000 (dollar_amount) — Proposed maximum offering amount
• $18 (dollar_amount) — Registration fee
• Wyoming (regulator) — State of incorporation for Venyra Corp
• 30-1439127 (regulator) — IRS Employer I.D. Number for Venyra Corp

FAQ

Risk Factors

• Limited Operating History and Financial Track Record [high — financial]: Venyra Corp is an emerging growth company with a limited operating history. The S-1 filing does not provide specific revenue or net income figures, making it difficult for investors to assess the company's financial performance and future prospects. This lack of historical data increases the risk for potential investors.
• Low Offering Price and Small Offering Size [high — financial]: The proposed offering price is $0.03 per share, with a total offering size of $120,000. This extremely low price point and small capital raise suggest the company may be in its very early stages or facing significant financial challenges, posing a high risk to investors seeking substantial returns.
• Compliance with Securities Laws [medium — regulatory]: As a newly registered entity for a public offering, Venyra Corp must ensure full compliance with all applicable securities laws and regulations. Failure to do so could result in regulatory action, fines, or suspension of trading, posing a significant risk.
• Dependence on Key Personnel [medium — operational]: The company's operations and future success appear to be heavily reliant on its principal executive officer, Juvenal Victor Fontes Dos Santos. Any disruption or departure of this key individual could have a material adverse effect on the business.

Industry Context

Venyra Corp operates within the broad landscape of emerging growth companies seeking public capital. The current market for such micro-cap offerings is highly speculative and sensitive to investor sentiment. Companies at this stage often face intense competition from both established players and other startups vying for limited investment capital.

Regulatory Implications

The S-1 filing subjects Venyra Corp to the full oversight of the SEC. As an emerging growth and smaller reporting company, it benefits from certain scaled disclosure requirements. However, any misstatement or omission in the filing could lead to severe penalties under securities laws.

What Investors Should Do

1. Conduct thorough due diligence on Venyra Corp's business model and management team.
2. Assess the extremely low offering price and total raise in the context of the company's stated objectives.
3. Monitor future filings for any updates on operations, financial performance, and strategic direction.

Key Dates

• 2025-07-18: S-1 Registration Statement Filed — Marks the official commencement of the process to offer shares to the public, providing initial details about the proposed offering.

Glossary

S-1 Registration Statement

A form filed with the U.S. Securities and Exchange Commission (SEC) by companies intending to offer their securities to the public for the first time. It contains detailed information about the company's business, financial condition, and management. (This is the primary document Venyra Corp is filing to legally offer its shares to investors.)

Emerging Growth Company

A designation for companies with total annual gross revenues of less than $1.235 billion during their most recently completed fiscal year. These companies are eligible for certain exemptions and scaled disclosure requirements under the JOBS Act. (Venyra Corp has elected this status, indicating it is a smaller, newer company with potentially less stringent reporting obligations.)

Smaller Reporting Company

A company that meets certain criteria related to public float and revenue, allowing for scaled disclosure requirements. It is a subset of emerging growth companies. (Venyra Corp is also classified as a smaller reporting company, further emphasizing its size and stage of development.)

Rule 457(a)

A rule under the Securities Act of 1933 that governs the calculation of registration fees. For offerings where the securities are to be sold at an unspecified price, the fee is based on the maximum price at which the securities are expected to be offered. (This rule was used to calculate the $18 registration fee based on the proposed maximum offering price of $0.03 per share for 4,000,000 shares.)

Year-Over-Year Comparison

This is the initial S-1 filing for Venyra Corp, dated July 18, 2025. Therefore, there are no prior filings to compare key metrics such as revenue, margins, or debt levels against. The filing establishes the baseline for future performance tracking.

Filing Details

This Form S-1 (Form S-1) was filed with the SEC on July 18, 2025 by Juvenal Victor Fontes Dos Santos regarding Venyra Corp.

View full filing on EDGAR

View Full Filing

View this S-1 filing on SEC EDGAR