Bitari IPO asks public buyers for 99.8% of funds, gives 10% equity
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Bitari Inc. filed a preliminary S-1 for a Nasdaq IPO that would raise $30,000,005 from new investors while giving them 10% of post-offering shares. Existing holders would retain 90% of the company, and AI Power X Inc. would hold 85.87% of voting power after the base offering. The deal has no firm close date and remains contingent on Nasdaq listing approval.
Key Facts
- Bitari's preliminary S-1 proposes selling 4,285,715 shares at an expected $7 each, producing $30,000,005 of gross proceeds.
- New investors would receive 10% of the 43,085,715 shares expected to be outstanding after the base offering.
- Existing stockholders would retain 38.8 million shares, or 90% of the post-offering total, after providing $45,000, or 0.2% of the consideration.
- AI Power X Inc. would hold 85.87% of the outstanding stock after the base offering, with Chair Pei Zhao exercising the same share of voting power.
- Bitari estimates about $26.95 million of net proceeds and plans to direct 40%, about $10.78 million, to strategic acquisitions and investments.
Offering Structure
The preliminary S-1 compares $30,000,005 from new investors with $45,000 from existing holders, leaving buyers immediately diluted. On a per-share basis, Bitari calculates the deal would raise net tangible book value from $0.06 to $0.69 while leaving buyers with immediate dilution of $6.31 on each $7 share. The 99.8% figure compares consideration paid with shares owned rather than assigning enterprise value.
Use of Proceeds
Bitari estimates about $26.95 million of net proceeds before any over-allotment and plans to direct 40%, about $10.78 million, to strategic acquisitions and investments. The company has yet to identify a target, enter preliminary negotiations, or sign an acquisition agreement. Another 30% is earmarked for global market expansion and brand development, with 15% for new mining operations and infrastructure, 10% for research and development, and 5% for general corporate purposes and working capital.
Financial Performance
For the nine months ended April 30, revenue slipped to $8.37 million from $8.59 million a year earlier, while net income fell to $183,905 from $990,960. Operating activities used $689,760 of cash after generating $1.37 million in the comparable prior-year period.
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Bitari IPO asks public buyers for 99.8% of funds, gives 10% equity
