IPO - BRB Foods Inc.

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Form Type: S-1/A

Filing Date: 2025-07-01

Corporate Action: Ipo

Type: New

Accession Number: 000121390025060433

Filing Summary: BRB Foods Inc. is conducting its initial public offering, seeking to register a total of 3,750,000 shares of common stock with an estimated initial offering price between $4.00 and $5.00 per share. This registration statement is an amendment to a previous S-1 form submitted under the Securities Act of 1933. The company, integrated with Brazilian subsidiaries, manufactures and sells a variety of dry food products under well-known brands licensed from Unilever. Despite no revenue generated in Q1 2025, the firm reported $0.04 million in 2024 and $10.1 million in 2023. Mr. Paulo R. Bonifacio holds 54.1% of voting power after the IPO, establishing the company as a controlled entity exempt from certain Nasdaq corporate governance standards. The IPO process involves underwriting commitments, with the underwriters retaining a 7% overallotment option to purchase additional shares. The company's listing on the Nasdaq is contingent upon SEC approval. Risk factors including market competition and dependency on PCAOB inspections for auditing are also described, with investments considered high-risk. Further details include provisions for the ethical sourcing of materials and environmental sustainability.

Additional details:

Public Offering Price Range: $4.00-$5.00


Shares Offered: 3,750,000


Underwriters Commission: 8% of public offering price


Proceeds Before Expenses: $15,525,000


Control Shareholder: Paulo R. Bonifacio


Majority Voting Power: 54.1%


Form Type: S-1/A

Filing Date: 2025-05-13

Corporate Action: Ipo

Type: New

Accession Number: 000121390025042525

Filing Summary: This registration statement is an amendment to S-1 and pertains to the initial public offering (IPO) of BRB Foods Inc. The document details the offering of 3,750,000 shares of common stock, with an anticipated price of $4.00 to $5.00 per share. The prospectus outlines two main components: a Public Offering Prospectus for the public sale and a Resale Prospectus for shares sold by existing shareholders. It states that there has been no prior public market for these shares. BRB Foods Inc. operates primarily through subsidiaries in Brazil, focusing on the manufacturing and distribution of dry food products. The company emphasizes environmental, social, and governance (ESG) principles in its operations. The registration also includes information regarding the company’s major shareholders and the control dynamics post-offering. The anticipated risks and factors associated with the investment including potential PCAOB inspections issues regarding the auditor are also highlighted.

Additional details:

Estimated Initial Public Offering Price: 4.00 to 5.00


Number Of Shares Offered: 3,750,000


Selling Shareholders Shares: 2,572,642


Shares Listed On: Nasdaq Capital Market


Symbol: BRBF


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