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)
the company itself flagged going-concern doubt

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

Going-concern warning

auditor flagged substantial doubt

The company itself flagged going-concern doubt in a filing.

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.

Keep going: float checker · offering calendar · short-squeeze screener · full BTOC workspace