M&A - WORTHY WEALTH, INC.

Form Type: CORRESP

Filing Date: 2025-01-27

Corporate Action: Acquisition

Type: Update

Accession Number: 000149315225003783

Filing Summary: Worthy Wealth, Inc. has submitted an amended response regarding their Offering Statement on Form 1-A, following a comment letter from the SEC. The document addresses the SEC's request for clarity on the potential outcomes if the Company fails to secure the necessary funding for their acquisition plans. The response highlights that should the acquisition not be completed, the proceeds from the offering will be redirected for corporate purposes such as establishing additional wholly owned subsidiaries, enhancing technology capabilities, and funding various projects including Worthy Education and Worthy Thrive, as well as potential real estate investments, while ensuring compliance with the Investment Company Act.

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Form Type: CORRESP

Filing Date: 2024-10-07

Corporate Action: Acquisition

Type: Update

Accession Number: 000149315224040271

Filing Summary: Worthy Wealth, Inc. has provided a narrative response to a comment letter from the SEC regarding its Amended Offering Statement on Form 1-A filed on September 17, 2024. The document discusses the current status of an acquisition agreement, which previously had a termination date of September 11, 2024. The company has now amended this date to September 30, 2025, indicating a recent extension of the acquisition agreement. Additionally, the company clarifies that two entities, WPB and WPB 2, failed to file necessary post-qualification amendments to reflect changes in the terms of their notes, and has revised Risk Factor disclosures accordingly. The company acknowledges potential fines for any delays in regulatory filings and amendments with the SEC.

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Form Type: CORRESP

Filing Date: 2024-08-13

Corporate Action: Acquisition

Type: Update

Accession Number: 000149315224031713

Filing Summary: Worthy Wealth, Inc. is responding to comments from the SEC regarding their Amended Offering Statement on Form 1-A filed on June 6, 2024. The Company has clarified their need to raise at least $10 million to complete the proposed acquisition within a specified time frame, emphasizing that if this amount isn't raised by September 11, 2024, the acquisition could potentially be terminated. The document also addresses the risks of failing to file necessary reports with the SEC and outlines amendments to improve the transparency regarding the use of proceeds from the offering. The Company is now also disclosing the potential consequences of not raising sufficient funds. Furthermore, the agreement with KoreConX has been clarified to include more than just transfer agent services, encompassing an integrated platform for conducting the offering.

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Form Type: CORRESP

Filing Date: 2024-06-26

Corporate Action: Acquisition

Type: Update

Accession Number: 000149315224025244

Filing Summary: Worthy Wealth, Inc. filed Amendment No. 4 to its Offering Statement on Form 1-A on June 26, 2024, in response to comments from the SEC. The filing details the updated terms of the offering, stating that it is now a best-efforts offering without a minimum capital requirement of $10 million to close the anticipated acquisition. The Company has expanded its disclosures regarding business plans if the funding target is not met, including the possibility of terminating the acquisition. The amendment also addresses compliance obligations under Regulation A, indicating a commitment to filing necessary amendments and updates regarding changes in securities. It outlines risk factors associated with potential fines for failure to file timely reports and amendments. The Company has clarified its investment strategy which includes various financing mechanisms for real estate projects, and it has revised its financial disclosures and sensitivity towards the financial impact following the acquisition if it does not raise sufficient funds. Further clarifications were made regarding related party agreements and the legality of share assessments in the offering documents.

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Form Type: CORRESP

Filing Date: 2024-05-30

Corporate Action: Acquisition

Type: Update

Accession Number: 000149315224021959

Filing Summary: Worthy Wealth, Inc. has filed Amendment No. 3 to its Offering Statement on Form 1-A in response to comments from the SEC. The amendment includes audited and unaudited financial statements for Worthy Property Bonds and Worthy Property Bonds 2, and addresses prior comments regarding the aggregation of offerings, distinct investment opportunities for investors, and the relationship between Worthy Wealth and its subsidiaries. The proceeds from the offering will specifically be used to fund the acquisition of Target Companies and basic operational capital. The company also clarified its offering's structure, indicating no escrow agent will be used, as this is a best efforts offering. The filing discusses the non-aggregation of the offerings based on the distinct nature of investment opportunities presented. Additionally, it provides disclosures on security offerings, including interest rate changes and the structure related to promissory notes for financing the acquisition. The filing responds in detail to regulatory comments and asserts compliance with existing regulations regarding investment opportunities and risk assessments.

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Form Type: CORRESP

Filing Date: 2024-03-26

Corporate Action: Acquisition

Type: Update

Accession Number: 000149315224011357

Filing Summary: Worthy Wealth, Inc. submitted Amendment No. 1 to Offering Statement on Form 1-A in response to comments from the SEC regarding its acquisition of Worthy Property Bonds Inc. and Worthy Property Bonds 2 Inc. for a total consideration of $30 million. The document outlines revisions made to include audited financial statements for Worthy Property Bonds 2, clarifies the distinct investment opportunity presented to investors compared to fixed interest debt offerings from the Target Companies, and details on the relationship between Worthy Wealth and Worthy Financial. It explains the financial structure of the acquisition, including a $10 million initial payment and a promissory note for the remaining balance over 36 months. The offering also includes a potential bonus share structure for early investors, which was amended to comply with Regulation A requirements. Risks associated with the acquisition, liquidity of the portfolio, and ongoing disclosures of conflicts of interest were also addressed. Pro forma financial statements were revised, and the document provides clarity on the operating model post-acquisition, including expected revenue streams from monthly fees and online educational programs. Overall, the amendment reflects updates to ensure compliance with SEC regulations and to provide comprehensive information to potential investors regarding the acquisition and investment structure.

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