M&A - unknown

Form Type: S-1/A

Filing Date: 2025-02-24

Corporate Action: Merger

Type: Update

Accession Number: 000149315225008010

Filing Summary: This document is an amendment to the S-1 registration statement for Alpha One Inc., which provides detailed information regarding the proposed sale of 10 million shares of common stock at a price of $2.38 per share by selling shareholders. The document outlines the historical context of Alpha One Inc., including its previous name changes, and its recent corporate developments. Notably, it highlights a merger completed on March 23, 2023, with Zhongyun (BVI) and its subsidiary, Shenzhen Zhongyun Communication Technology Co., Ltd, under which all outstanding shares of Zhongyun BVI were exchanged for shares of Alpha One Inc. The document addresses potential regulatory risks involved with operations in China, and the implications of the Holding Foreign Companies Accountable Act, which could affect trading of its common stock. Moreover, it discusses capital contributions and cash transfers within the organization and notes that the company is not actively generating revenue from dividends at present. Additionally, the document contains essential risk factors for potential investors, including government intervention and foreign investment restrictions that could impact operational viability in the future.

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Form Type: S-1/A

Filing Date: 2025-01-10

Corporate Action: Merger

Type: Update

Accession Number: 000149315225001624

Filing Summary: On January 10, 2025, Alpha One Inc. filed an amendment (Amendment No. 2) to its Form S-1 registration statement with the SEC, detailing its upcoming offering of 10,000,000 shares of common stock, par value $0.001 per share. The shares, which may be offered by selling shareholders, are categorized as 'restricted securities' under the Securities Act of 1933. Alpha One Inc. is a holding company based in Wyoming, primarily engaging in business operations through its subsidiary located in China. The amendment outlines a proposed maximum offering price per share of $2.38, resulting in an aggregate offering amount of approximately $23.8 million. The filing indicates the company is not selling shares itself and will not receive any proceeds from the resale, as expenses associated with the registration are to be borne by the company. Notably, risks associated with operations in China are highlighted, including potential regulatory interventions, the implications of the Holding Foreign Companies Accountable Act, and increased scrutiny from the Chinese government regarding overseas listings. The company underwent a significant corporate transition, having previously merged with Zhongyun (BVI) and its subsidiary Shenzhen Zhongyun on March 23, 2023, exchanging shares of Zhongyun BVI for shares of Alpha One Inc.

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