11 unchanged sentences
Recent Sales of Unregistered Securities
−Removed: Other than previously disclosed in our quarterly reports on Form 10-Q or current reports on Form 8-K, during the period covered by this annual report, we issued the following securities which were not registered under the Securities Act.
−Removed: We believe that each of the following issuance was exempt from registration under the Securities Act in reliance on Regulation S under the Securities Act regarding sales by an issuer in offshore transactions.
−Removed: No underwriters were involved in these issuances of securities.
−Removed: Securities/Purchaser
−Removed: Consideration
−Removed: Class A Common Stock
−Removed: Rapid Proceed Limited
−Removed: July 12, 2022
−Removed: July 12, 2022
+Added: Other than previously disclosed in our quarterly reports on Form 10-Q or current reports on Form 8-K, during the period covered by this annual report, we have not issued any securities which were not registered under the Securities Act.
Use of Proceeds
−Removed: The following “Use of Proceeds” information relates to the registration statement on Form S-1, as amended (File Number 333-271185) for our initial public offering (“IPO”), which was declared effective by the SEC on July 31, 2023.
−Removed: In August 2023, we completed our IPO, in which we issued and sold an aggregate of 1,250,000 shares of Class A common stock, at a price of $4.00 per share for $5,000,000.
−Removed: Maxim Group LLC was the representative of the underwriters of our IPO.
−Removed: We incurred approximately $870,000 in expenses in connection with our IPO, which included approximately $350,000 in underwriting discounts, approximately $100,000 in expenses paid to or for underwriters, and approximately $320,000 in other expenses.
+Added: Our public offering on best efforts basis closed on July 26, 2024 (the “July Offering”)
+Added: The following “Use of Proceeds” information relates to the registration statement on Form S-1 (File Number 333-280743) for the July Offering, which was declared effective by the SEC on July 15, 2024.
+Added: We issued and sold an aggregate of 404,979 shares of Class A common stock, at a price of $3.68 per share for gross proceeds of $1.49 million before deducting offering related expenses.
+Added: FT Global Capital, Inc.
+Added: was the exclusive placement agent of such offering.
+Added: We incurred approximately $395,000 in expenses in connection with the July Offering, which included approximately $110,000 in placement agent fees, approximately $35,000 in expenses paid to or for the placement agent, and approximately $250,000 in other expenses.
None of the transaction expenses included payments to directors or officers of our Company or their associates, persons owning more than 10% or more of our equity securities or our affiliates.
−Removed: None of the net proceeds we received from the IPO were paid, directly or indirectly, to any of our directors or officers or their associates, persons owning 10% or more of our equity securities or our affiliates.
−Removed: The net proceeds raised from the IPO were $4,230,000 after deducting underwriting discounts and the offering expenses payable by us.
−Removed: As of the date of this annual report, we have used approximately $3,530,000 for working capital and other general corporate purposes in support of our current business.
−Removed: We intend to use the remaining proceeds from our IPO in the manner disclosed in our registration statement on Form S-1, as amended (File Number 333-271185).
+Added: None of the net proceeds we received from the July Offering were paid, directly or indirectly, to any of our directors or officers or their associates, persons owning 10% or more of our equity securities or our affiliates.
+Added: The net proceeds raised from the July Offering were approximately $1.1 million after offering expenses.
+Added: As of the date of this annual report, we have used $200,000 from the proceeds raised from the July Offering as the cash consideration for the acquisition of TWEW.
+Added: We intend to use the remaining proceeds raised from the July Offering in the manner disclosed in our registration statement on Form S-1 (File Number 333-280743).
+Added: Our public offering on best efforts basis closed on May 15 , 2024 (the “ May Offering”)
+Added: The following “Use of Proceeds” information relates to the registration statement on Form S-1, as amended (File Number 333-276300) for the May Offering, which was declared effective by the SEC on April 26, 2024 and a registration statement on Form S-1 (File No.
+Added: 333-279388) filed on May 13, 2024, pursuant to Rule 462(b) of the Securities Act of 1933, as amended.
+Added: We issued and sold an aggregate of 825,625 shares of Class A common stock, at a price of $9.92 per share for gross proceeds of $8.19 million before deducting offering related expenses.
+Added: AC Sunshine Securities LLC was the exclusive placement agent of such offering.
+Added: We incurred approximately $876,000 in expenses in connection with the May Offering, which included approximately $290,000 in placement agent fees, approximately $66,000 in expenses paid to or for the placement agent, and approximately $520,000 in other expenses.
+Added: None of the transaction expenses included payments to directors or officers of our Company or their associates, persons owning more than 10% or more of our equity securities or our affiliates.
+Added: None of the net proceeds we received from the May Offering were paid, directly or indirectly, to any of our directors or officers or their associates, persons owning 10% or more of our equity securities or our affiliates.
+Added: The net proceeds raised from the May Offering were approximately $7.4 million after offering expenses.
+Added: As of the date of this annual report, we have used approximately $7.2 million for working capital and other general corporate purposes in support of our current business.
+Added: We intend to use the remaining proceeds from the May Offering in the manner disclosed in our registration statement on Form S-1, as amended (File Number 333-276300).
Recent Purchases of Equity Securities
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