Dilution profile // every instrument, one screen, from SEC filings

Armlogi Holding Corp. (BTOC)

CIK 1972529 · all EDGAR filings →

Overall dilution risk
HIGHworst of 3 computed signals (offering ability)
= the worst band among the computed sub-ratings, no hidden weighting
not every sub-rating was computable; treat as a floor
Offering ability
HIGHS-1/A on file 2025-02-25
= is there a registration (S-1/S-3 family) on file without a later withdrawal
no structured fee data on the live registrations, so this is a yes/no, not a size
Overhead supply
NOT COMPUTEDno warrant count tagged in XBRL
= warrant shares outstanding divided by current shares outstanding
absence of a tag is not proof of absence of warrants
Historical dilution
LOW+9% O/S in 3y
= share count now vs 3 years ago (bands: 30% / 100%); a reverse split pushes this negative
Cash need
LOWoperating cash flow positive
= cash vs trailing operating burn (bands: 6mo / 24mo; positive operating CF = low)

Same rating bands the category standard uses, but free, with the formula on the chip and the gaps in the data said out loud.

Shares outstanding over time

2024-06-062026-05-12

Latest: 45.4M shares as of May 12, 2026 (10-Q).

Cash runway

Self-funding

generates cash

Full breakdown: cash runway tool · source filing →

Warrants

TrancheWarrantsExercise priceTermNotes
Warrant81,700not tagged

Tranches exactly as the company dimensioned them in its 10-Q filed May 14, 2026. Groupings can overlap (a “Series E and F” row is not additive with a “Series E” row), so do not sum this column. A tranche the filer did not tag is absent here, not absent from the cap table. DOWN-ROUND = the filer tagged price-protection accounting scoped to that tranche.

No warrant figures tagged in this filer’s XBRL facts. That means the company has not reported them in structured form; it does not prove no warrants exist. The exhibits are the ground truth.

Convertible notes

NotePrincipalCarryingConv. priceRateIf converted
June Six Two Thousand Twenty Fivenot tagged$1.0Mnot tagged
July Sixteen Two Thousand Twenty Fivenot tagged$1.0Mnot tagged
August Fifteen Two Thousand Twenty Fivenot tagged$1.0Mnot tagged

Notes exactly as the company dimensioned them in its 10-Q filed May 14, 2026. Principal is face amount as tagged, not what remains after repurchases unless the filer updated the tag. A note the filer did not dimension is absent here, not absent from the balance sheet; the exhibits stay the ground truth.

Fully diluted build-up

Shares outstanding plus every potential-share instrument the filer tagged in XBRL, each at its own as-of date. An estimate assembled from filed figures, not a filing figure itself.

Shares outstanding45.4MMay 12, 2026
+ Warrant (if exercised)81,700Mar 31, 2026
Fully diluted estimate45.5M+0.2% vs O/S

Still excluded, because the filer does not tag them in countable form: employee options and RSUs, any instrument living only in exhibit prose, and instruments above missing a share count. Inputs carry different as-of dates, shown per row. Each figure traces to the tranche and note tables above and their cited filings.

Registrations and offerings

S-1Dec 18, 2024no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →
S-1Sep 25, 2023no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →

Last 12 months: 0 executed · 0 registered.

EFFECTIVEFeb 28, 2025SEC declared a registration effective — selling can beginEFFECT
REGISTEREDFeb 25, 2025S-1/A registration — capacity to sell shares, not a sale yetS-1/A
REGISTEREDJan 24, 2025S-1/A registration — capacity to sell shares, not a sale yetS-1/A
REGISTEREDJan 15, 2025S-1/A registration — capacity to sell shares, not a sale yetS-1/A
EXECUTEDDec 20, 2024Unregistered share sale disclosed (8-K item 3.02)8-K
REGISTEREDDec 18, 2024S-1 registration — capacity to sell shares, not a sale yetS-1
EXECUTEDNov 26, 2024Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDMay 15, 2024Final prospectus — offering priced (typical for IPOs and marketed share deals)424B4
EFFECTIVEMay 13, 2024SEC declared a registration effective — selling can beginEFFECT
MARKETINGApr 26, 2024Free-writing prospectus — offering being marketedFWP
REGISTEREDApr 26, 2024S-1/A registration — capacity to sell shares, not a sale yetS-1/A
REGISTEREDApr 16, 2024S-1/A registration — capacity to sell shares, not a sale yetS-1/A

Full history and shelf status: offering checker · S-3 shelf checker

Source: SEC EDGAR XBRL company facts and filing metadata, fetched live and cached briefly. Share counts are cover-page figures with their form named. Warrant tranches and convertible notes come from the dimensioned facts in the latest 10-Q/10-K instance document, exactly as the company tagged them; untagged tranches and notes are absent, not disproven. Nothing on this page is manually verified and nothing is behind a login: what free data supports is shown, what it cannot support is stated. Not investment advice.

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