Dallas, Texas, December 17, 2024 –– Roughly two weeks ago, I took a pause from assembling the Company’s Form 10 filing to issue a brief corporate recap and update.
Today, I am happy to announce that the Company has now completed its work on Form 10 and management has forwarded it to corporate/securities counsel for their review. You may also recall that Form 10 can be used as the disclosure document for a Reg D Rule 506 offering and can be “reconfigured” for use in a Reg A.
Form 10 is a filing with the U.S. Securities and Exchange Commission (SEC) that companies use to register their securities under the Securities Exchange Act of 1934 (the 1934 Act). This form is typically used when a company voluntarily decides to become a public reporting company, that is, when a company proactively elects to register its securities with the SEC before it becomes legally required to do so.
In certain situations, it is mandatory for a company to become registered under the 1934 Act, such as when a company has more than 2,000 shareholders or it has more than 500 shareholders who are not accredited investors, and it has total assets exceeding $10 million. Certain other events can also trigger a company’s mandatory registration as well. For example, sometimes if a company is involved in a spinoff or a merger, a Form 10 may be filed to register new securities that may be issued in connection with these events.
While RITE is not yet required to file Form 10, management believes that the next phase of RITE’s development will require an infusion of capital; and management believes that being fully reporting will be highly beneficial in achieving this goal.
Over the last year, capital needs were handled by Company insiders. That is, the management team that was engaged to get the Company back onto the RITE path invested sufficient funds to cover the costs. To me, that says that the Company engaged the RITE team to do the job – a team that is confident, motivated, and invested – exactly the type of team you want to have in place for a turnaround situation.
Management knows that the Company will continue to need capital to support the acquisitions in our pipeline. That is why the Company has been gearing up to do a Reg D Rule 506 offering (aka “Pony Round”), which is targeting to raise $1.5 million. As soon as practical thereafter, the Company intends to move onto a Reg A offering. Form 10 will be helpful for both. Talks with funding groups for both raises are already underway.
I am still hoping to share a few more positive updates with you before year’s end.
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