IPO - Thoughtful Media Group Inc.

Form Type: S-1/A

Filing Date: 2025-01-31

Corporate Action: Ipo

Type: New

Accession Number: 000149315225004374

Filing Summary: Thoughtful Media Group Inc. is pursuing an initial public offering (IPO) of up to 2,000,000 shares of Common Stock, with an estimated price range of $4 to $5 per share. The Company operates as a digital advertising platform in Southeast Asia, connecting brands with over 10,000 influencers. The registration statement includes a Public Offering Prospectus and a Resale Prospectus, the latter allowing Selling Stockholders to resell 1,800,000 shares upon the conversion of convertible notes. Thoughtful Media is classified as a smaller reporting company and an emerging growth company under federal securities laws. The Company is a subsidiary of Society Pass Incorporated, which will control 80.8% of the voting power post-offering. The prospectus outlines the mission, values, and service offerings of the Company and emphasizes the risks involved in investing, including reliance on the market and potential lack of an active trading market for the stock. Despite past revenue growth, the Company reported a net loss for the nine months ended September 30, 2024, highlighting the financial risks associated with this IPO.

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Form Type: S-1/A

Filing Date: 2025-01-16

Corporate Action: Ipo

Type: New

Accession Number: 000149315225002504

Filing Summary: On January 16, 2025, Thoughtful Media Group, Inc. filed Amendment No. 6 to their S-1 registration statement with the SEC to facilitate their initial public offering (IPO) of up to 2,000,000 shares of Common Stock, valued between $4 to $5 per share. This document outlines their mission to serve as a digital advertising platform in Southeast Asia and details their organizational structure, financial performance, and future intentions. The company, headquartered in Bangkok, has a significant market presence and aims to leverage its connections with over 10,000 influencers to provide efficient advertising solutions. A key aspect of the registration includes the issuance of 1,800,000 shares linked to convertible promissory notes. The document emphasizes the company’s emerging growth status, necessitating different reporting requirements, and highlights the controlled company status of Society Pass, Inc., which will hold 80.8% of the voting power post-offering. The registration is not yet effective, and the company is subject to regulatory approval and the inherent risks of establishing a new public market.

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Form Type: S-1/A

Filing Date: 2024-12-31

Corporate Action: Ipo

Type: New

Accession Number: 000149315224052669

Filing Summary: Thoughtful Media Group Inc. is filing an S-1/A registration statement for its initial public offering (IPO) on December 31, 2024, to publicly offer up to 2,000,000 shares of its common stock at an estimated price between $4 to $5 per share. The company intends to list its common stock on the Nasdaq Capital Market under the symbol 'TMGX', pending approval. Prior to this offering, there has been no public market for the shares. The filing includes both a public offering prospectus and a resale prospectus, the latter being for the resale by selling stockholders of 1,800,000 shares of common stock connected to convertible promissory notes. Society Pass Incorporated currently holds a controlling interest in Thoughtful Media Group, and upon the completion of the offering, will control approximately 80.8% of the voting power of the company. The document outlines the company's operations in Southeast Asia, its revenue performance, and various service offerings in the digital advertising space, indicating a focus on multi-channel networks and premium advertising. It also notes the risks associated with investing in the company's shares, emphasizing the potential volatility and dependency on market conditions. This S-1/A marks the fifth amendment to the initial registration statement filed under the Securities Act of 1933.

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