IPO - Montana Technologies Corp.

Form Type: S-1/A

Filing Date: 2025-04-28

Corporate Action: Ipo

Type: Update

Accession Number: 000121390025036124

Filing Summary: AirJoule Technologies Corporation is filing an amendment to its S-1 registration statement for an initial public offering. The offering pertains to the sale of up to 4,250,000 shares of Class A Common Stock by B. Riley Principal Capital II, LLC as the Selling Stockholder. The shares may be issued under a Purchase Agreement dated March 25, 2025, subject to certain conditions. The company is not selling any securities but may receive proceeds of up to $30 million under the Purchase Agreement. The preliminary prospectus indicates that the Class A Common Stock is listed on the Nasdaq Capital Market under the symbol 'AIRJ'. The document outlines the company's water harvesting technology, the strategic partnerships in place, and the planned commercialization efforts. It also notes the potential offering framework and the company’s status as an emerging growth and smaller reporting company, highlighting associated risks and challenges. Important dates and disclaimers surrounding the securities registration are also present, emphasizing the need for careful investment consideration based on the full prospectus details.

Form Type: S-1

Filing Date: 2025-03-27

Corporate Action: Ipo

Type: New

Accession Number: 000101376225002897

Filing Summary: AirJoule Technologies Corporation is registering a total of 4,250,000 shares of Class A Common Stock under the Securities Act of 1933. This prospectus outlines the offering related to these shares, which are to be sold by B. Riley Principal Capital II, LLC, the Selling Stockholder. The shares may be issued under a common stock purchase agreement dated March 25, 2025, allowing up to $30,000,000 worth of stock to be purchased by the Selling Stockholder, with sales occurring at varying prices as per specified conditions in the agreement. The company emphasizes that they will not receive any proceeds from the sale of shares by the Selling Stockholder but could receive proceeds from future sales of shares to B. Riley. The prospectus also outlines AirJoule's business model focused on addressing water scarcity through innovative technology that effectively harnesses atmospheric water vapor, aiming for commercialization with plans to manufacture units capable of producing significant water volumes by 2025. AirJoule is characterized as an emerging growth company subjected to reduced disclosure requirements. It previously underwent a merger and name change, transitioning from a prior entity in 2024. Risks and compliance aspects associated with securities laws are detailed, highlighting forward-looking statements related to the company's technology development and market position.