IPO - SMX (Security Matters) Public Ltd Co

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Form Type: F-1/A

Filing Date: 2025-05-23

Corporate Action: Ipo

Type: Update

Accession Number: 000164117225012270

Filing Summary: This document is the first amendment to the F-1 registration statement for SMX (Security Matters) Public Ltd Company, which pertains to the proposed sale of its securities under the Securities Act of 1933. It provides details about the company's registration classified as an emerging growth company, indicating that it will comply with U.S. GAAP for financial statements. The amendment states the potential commencement of the sale of registered securities after the effective date of this registration statement, and outlines the indemnification provisions for directors and officers in compliance with the Irish Companies Act at Section 235. Additionally, the document describes recent sales of unregistered securities over the last three years, showing transactions including ordinary shares issued in connection with various agreements and convertible promissory notes. The registration is significant as it prepares the company for an anticipated IPO, providing necessary disclosures for investors regarding its financial activities and corporate governance.

Additional details:

Emerging Growth Company: true


Business Combination Agreement: Business Combination Agreement, dated as of July 26, 2022


Amendment To Shareholders Agreement: Amendment to Shareholders Agreement dated July 27, 2020


Form Type: F-3

Filing Date: 2025-02-21

Corporate Action: Ipo

Type: New

Accession Number: 000149315225007873

Filing Summary: SMX (Security Matters) Public Limited Company has filed a registration statement to offer up to $45,000,000 of various securities including ordinary shares, preferred shares, debt securities, warrants, rights, and units. This registration is being undertaken under the Securities Act of 1933 as part of a continuous offering process. The company previously completed a business combination that resulted in acquiring Security Matters PTY, making it a wholly-owned subsidiary. As part of the offering strategy, SMX intends to leverage its position in the anti-counterfeit market through advanced brand protection technologies. The company is classified as an 'emerging growth company', benefiting from reduced reporting obligations. Recent developments include compliance regaining with Nasdaq Listing Rules following a reverse stock split and addressing bid price deficiencies.

Additional details:

Ordinary Shares Offered: up to $45,000,000


Business Combination Date: 2023-03-07


Emerging Growth Company: true


Listing Symbol: SMX


Listing Market: Nasdaq Capital Market


Closing Price As Of: 2025-02-18

Price: $3.57


Reverse Stock Split Ratio: 28.5:1


New Par Value: $4.7025


New Cusip Number: G8267K158


New Isin Code: IE000WZ90ZV5


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