IPO - FreeCast, Inc.

Form Type: S-1/A

Filing Date: 2025-03-07

Corporate Action: Ipo

Type: Update

Accession Number: 000121390025021833

Filing Summary: FreeCast, Inc. is filing Amendment No. 6 to its Form S-1 Registration Statement on March 7, 2025, with the Securities and Exchange Commission to facilitate the resale of up to 18,074,807 shares of Class A common stock by certain shareholders in connection with its direct listing on the Nasdaq Capital Market. Unlike initial public offerings, these resales will not be underwritten by any investment bank. The document outlines the company's operations, including its platforms for television content aggregation, advertising solutions, and various revenue streams, which include advertising, subscriptions, product sales, licensing, and referral fees. It details the company’s unique class structure of common stock, highlighting that Class A shares carry one vote while Class B shares, held by CEO William A. Mobley, Jr., carry 15 votes and are convertible into Class A shares. The document discusses the anticipated trading mechanisms on Nasdaq and the unique status of FreeCast as a controlled company, which will not adhere to certain corporate governance standards. The company indicates its challenges related to ongoing losses and its status as an emerging growth company, benefiting from reduced reporting requirements. The prospectus emphasizes the associated risks of investing in its shares.

Form Type: S-1/A

Filing Date: 2025-01-14

Corporate Action: Ipo

Type: New

Accession Number: 000121390025003084

Filing Summary: FreeCast, Inc. has filed an amendment to its Form S-1 registration statement with the SEC to register up to 18,006,057 shares of Class A common stock in connection with a direct listing on the Nasdaq Capital Market under the symbol 'CAST.' The offering is not underwritten on a firm-commitment basis, meaning proceeds will not go to the company, but rather to current shareholders. The document outlines the structure of the company's stock, noting two classes of common stock, with type A having one vote per share and type B having 15 votes. Following this offering, CEO William A. Mobley, Jr. will retain approximately 76.31% of the voting power. The company is classified as an 'emerging growth company' and intends to rely on certain exemptions from regular disclosures. The document emphasizes risks related to investing in the company's shares, the uncertainty surrounding the Nasdaq listing approval, and the company's anticipated continuation of operations contingent on additional financing.