Worry Free Tea House Hldgs Co. (TEAH)

[heidibrown]

What is SEC Form S-1?

SEC Form S-1 is the initial registration form for new securities required by the SEC for U.S.-based public companies. Any security that meets the criteria must have an S-1 filing before shares can be listed on a national exchange. Form S-1 requires companies to provide information on the planned use of capital proceeds, detail the current business model and competition, and provide a brief prospectus of the planned security itself, offering price methodology and any dilution that will occur to other listed securities.

https://www.investopedia.com/terms/s/sec-form-s-1.asp

To list a private company as public, the investment banks and the financial institution overseeing the underwriting process often carve the shell company to ease the pain of the deal in favor of the private company interested in the takeover. The investment bank agents register the shell company upfront to facilitate the transaction.

Since the private company will acquire the public listed company through the mass buying of shares in the shell companies, the company will not need any registration, unlike in the case of IPO.


https://corporatefinanceinstitute.com/resources/knowledge/deals/reverse-takeover-rto/