IPO - BBB FOODS INC

Form Type: 424B1

Filing Date: 2025-02-06

Corporate Action: Ipo

Type: New

Accession Number: 000095017025015154

Filing Summary: BBB Foods Inc. is offering 21,000,000 Class A common shares in a public offering. The shares consist of 19,000,000 Class A common shares from the conversion of Class C common shares and 2,000,000 shares from the exercise of stock options under their 2004 Option Plan. The company will not receive proceeds from the sales as all shares are being sold by existing shareholders. The Class A common shares trade on the New York Stock Exchange under the symbol 'TBBB'. The public offering price is set at US$28.25 per share, slightly below the last recorded price of US$28.57 prior to the offering. Following the offering, the substantial ownership and voting power held by Bolton Partners Ltd., affiliated with the company's CEO, will impact shareholder decisions significantly. The company operates a novel grocery retail business model focusing on hard discount retail in Mexico, emphasizing affordability and quality, with an expansion leading to 2,772 stores as of year-end 2024. The structure of voting rights among Class A, Class B, and Class C common shares is detailed, highlighting the different levels of influence retained by various shareholders. Significant risks associated with the offering are mentioned, emphasizing the high degree of investor risk and the unique status as a 'foreign private issuer'.

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Form Type: F-1MEF

Filing Date: 2025-02-05

Corporate Action: Ipo

Type: New

Accession Number: 000095017025014884

Filing Summary: BBB Foods Inc. filed a Registration Statement on Form F-1 with the U.S. Securities and Exchange Commission on February 5, 2025, for an initial public offering (IPO) of Class A common shares. This registration includes an increase in the total shares offered to 24,150,000, an uptick of 4,025,000 shares compared to a prior registration statement. A portion, 3,150,000 shares, is designated for purchase upon exercise of underwriters' options. The filing is made under Rule 462(b), allowing for incorporation by reference from previously effective registration statements. The statement asserts compliance with the Securities Act of 1933 for the offering process, indicating the company is prepared for public sale once effective.

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Form Type: CORRESP

Filing Date: 2025-02-03

Corporate Action: Ipo

Type: New

Accession Number: 000095017025012659

Filing Summary: BBB Foods Inc. has filed a request for acceleration of the effective date of its Draft Registration Statement on Form F-1. The company aims for the effective date to be set for February 5, 2025, at 4:00 p.m. Eastern Time. This request was made in accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933. The underwriting groups involved, namely J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, Banco BTG Pactual S.A. — Cayman Branch, Santander US Capital Markets LLC, and Scotia Capital (USA) Inc., have agreed to take necessary steps to distribute the preliminary prospectus in compliance with the applicable regulations. These underwriters have confirmed their ongoing compliance with Rule 15c2-8 of the Securities Exchange Act of 1934, indicating a clear readiness to proceed with the planned initial public offering.

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Form Type: F-1

Filing Date: 2025-02-03

Corporate Action: Ipo

Type: New

Accession Number: 000095017025012333

Filing Summary: On February 3, 2025, BBB Foods Inc. filed a registration statement on Form F-1 with the U.S. Securities and Exchange Commission, seeking to offer 17,500,000 Class A common shares. This includes 15,500,000 shares issuable upon conversion of Class C common shares held by existing shareholders and an additional 2,000,000 shares from the net exercise of stock options. The Class A common shares are traded on the New York Stock Exchange under the symbol 'TBBB'. The last reported sale price of these shares on January 31, 2025, was $31.02. The offering is subject to negotiations and may not reflect this recent market price. The filing highlights the company's structure with three classes of common shares, outlining their voting rights and conversion features.

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Form Type: DRS

Filing Date: 2024-12-10

Corporate Action: Ipo

Type: New

Accession Number: 000095012324012213

Filing Summary: BBB Foods Inc. has filed a draft registration statement with the U.S. Securities and Exchange Commission for the public sale of its Class A common shares. This preliminary prospectus outlines the offering details, including the types of shares being offered and the intended use of proceeds. Class A common shares are convertible from Class C common shares, and the selling shareholders will not provide proceeds to the company from these sales. The document highlights the company's growth, stating that from 2020 to 2023, total revenue experienced a compounded annual growth rate (CAGR) of 35%, and the number of stores grew significantly. Importantly, the Class A common shares are listed on the New York Stock Exchange under the symbol 'TBBB.' Moreover, as a foreign private issuer, the company will adhere to reduced public company disclosure and reporting requirements. The filing indicates high investor risks associated with the stock offering, with comprehensive risk factors outlined in the prospectus.

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