IPO - GAIA, INC

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Form Type: 8-K

Filing Date: 2025-02-07

Corporate Action: Ipo

Type: New

Accession Number: 000114036125003565

Filing Summary: On February 5, 2025, Gaia, Inc. entered into an underwriting agreement with Roth Capital Partners, LLC for a public offering of 1,600,000 shares of its Class A common stock at a price of $5.00 per share. The offering was conducted under a Registration Statement that became effective on December 20, 2024. An additional option was granted to the underwriters to purchase 240,000 shares to cover over-allotments. The expected net proceeds from the offering were approximately $7.2 million, intended for enhancements in AI capabilities, development of the Gaia Community project, and general corporate purposes. The offering was officially closed on February 7, 2025, and related press releases were issued on February 6 and 7, 2025.

Document Link: View Document

Additional details:

Underwriting Agreement Date: 2025-02-05


Shares Issued: 1600000


Public Offering Price: 5.00


Net Proceeds: 7.2 million


Over Allotment Option Shares: 240000


Offering Close Date: 2025-02-07


Form Type: 424B5

Filing Date: 2025-02-05

Corporate Action: Ipo

Type: New

Accession Number: 000114036125003176

Filing Summary: Gaia, Inc. is conducting an initial public offering of its Class A common stock, presenting a vast opportunity to investors. The offering aims to sell a certain number of shares of Class A common stock, par value $0.0001, primarily to existing and institutional investors. The prospectus detailing the offering highlights the company's performance up to February 2025, showcasing strong growth in user subscription base and revenue results. It has nearly 856,000 active consumer members across 185 countries and projects a revenue increase for 2024 compared to the previous year. With a focus on producing unique digital content, Gaia has reported substantial improvements in outstanding financial metrics including gross profit, net cash flow, and financial stability. The offering also mentions a controlled company structure under the voting power of Chairman Jirka Rysavy. The document warns investors about investment risks and emphasizes the importance of reviewing risk factors and financial results carefully prior to investment decisions.

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Additional details:

Class A Common Stock Offered: shares


Use Of Proceeds: enhancements of AI capabilities, development of Gaia Community project, and general corporate purposes


Revenue Expected Q4 2024: 24.4 million


Revenue Expected Full Year 2024: 90.4 million


Gross Profit Expected Q4 2024: 21.6 million


Gross Profit Expected Full Year 2024: 77.8 million


Cash Contribution Margin: 93%


Free Cash Flow Q4 2024: 0.6 million


Free Cash Flow Full Year 2024: 2.7 million


Form Type: 8-K

Filing Date: 2025-02-05

Corporate Action: Ipo

Type: New

Accession Number: 000114036125003178

Filing Summary: On February 5, 2025, Gaia, Inc. filed a preliminary prospectus supplement for an underwritten public offering of shares of its Class A common stock. The supplement includes preliminary unaudited estimated financial results for the fourth quarter and fiscal year ended December 31, 2024. Additionally, the document discusses corporate governance changes, including the decision not to nominate James Colquhoun for reelection at the 2025 Annual Meeting while he will continue to serve as CEO and non-voting Board observer. Robert Grant has been nominated as an independent director for election at the same meeting.

Document Link: View Document

Additional details:

Title Of Each Class: Class A Common Stock


Trading Symbols: GAIA


Name Of Each Exchange: Nasdaq Global Market


Emerging Growth Company: false


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