S-1/A: Elite Performance Holding Corp. Files Amendment No. 5 to Form S-1/A for IPO
S-1/A Filing
Elite Performance Holding Corp. is proceeding with its initial public offering of 1,625,000 shares of common stock at an assumed price of $4.00 per share, aiming for a Nasdaq listing under the symbol BYLT.
Summary
- Elite Performance Holding Corp. has filed an amendment to its Form S-1/A registration statement for an initial public offering.
- The company plans to offer 1,625,000 shares of common stock to the public.
- The assumed public offering price is $4.00 per share.
- The company has applied to list its common stock on Nasdaq under the symbol BYLT.
- The offering is contingent upon Nasdaq listing approval.
- The company will complete a 10-for-1 reverse stock split immediately prior to the closing of the offering.
- Joey Firestone, the CEO, controls the vote on substantially all corporate matters through his ownership of Series A Preferred Stock.
- The company intends to use the net proceeds from the offering for acquisitions, marketing, working capital, and executive compensation.
- The company's auditor has included a going concern paragraph in their report.
- The sports drink market is projected to grow from USD 27.22 billion in 2021 to USD 36.35 billion in 2028 at a CAGR of 4.2%.
Sentiment
Score: 4
Explanation: The document presents a mixed picture. While the company is pursuing growth opportunities in a growing market, it faces significant financial challenges and risks, including a history of losses, a going concern warning, and potential regulatory hurdles. The high level of control by the CEO also raises concerns about corporate governance.
Positives
- The company is positioned in the US Sports and Performance Drink Market which grew by 12.7% in 2023, reaching over $17.5 billion in retail sales and sustain steady growth, with forecasted prediction of reaching $27.5 billion by 2028.
- The company has contracted GBS Growth Partners to strategically implement and execute its nationwide sales and distribution of our first to market sports drink.
- The company has a sales team of seasoned beverage professionals, a consumer education advocate, are utilizing several delivery vans branded with B.Y.L.T. , and is now back to participating in various sporting events and fitness expos.
Negatives
- The company has limited operations and has incurred losses since inception.
- The company has limited cash to sustain operations and needs additional capital to execute its business plan.
- The company received a going concern opinion in prior periods.
- The company's revenues for the year ended December 31, 2024 were $681 compared to $42,569 for the year ended December 31, 2023.
- The company's net loss for the year ended December 31, 2024, was $2,393,586 compared to $1,447,769 for the year ended December 31, 2023.
Risks
- The company's securities were previously revoked by the SEC due to delinquent filings.
- A decline in discretionary consumer spending may adversely affect the company's industry and profitability.
- The company's operations may be adversely impacted by worldwide political and economic uncertainties.
- The loss of key employees, particularly the CEO, could harm the business.
- The company may be unable to manage growth, which may impact potential profitability.
- The company's stock price may be volatile, and purchasers could incur substantial losses.
- The company may not be able to maintain the listing of its common stock on NASDAQ.
- As the public offering price is substantially higher than the net tangible book value per share, new investors will experience immediate and substantial dilution.
Future Outlook
The company plans to increase its business through retail distribution and expanding its online ecommerce presence. The company also intends to make strong efforts to maintain its brand in the industry through its focus on the innovation and design of its products as well as being able to consolidate and increase cost efficiency when possible, through potential acquisitions.
Industry Context
The document highlights the competitive nature of the functional beverage industry and the importance of adapting to changing consumer trends. It also mentions the potential for customer loyalty in the industry and the importance of delivering on promised functional and health benefits.
Comparison to Industry Standards
- The document mentions that the sports drink market is projected to grow from USD 27.22 billion in 2021 to USD 36.35 billion in 2028 at a CAGR of 4.2%.
- North America dominated the sports drink market with a market share of 33.54% in 2020.
- B.Y.L.T. is also positioned in the US Sports and Performance Drink Market which According to Mintel, grew by 12.7% in 2023, reaching over $17.5 billion in retail sales and sustain steady growth, with forecasted prediction of reaching $27.5 billion by 2028.
- According to Statista, 36% of individuals in the U.S. purchase a ready to drink sports drink 1 2 times a week, while 15% purchase one over 10 times a week.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Financial Officer | Lyne Donovan | Marc Zamora | 2025-01-15 |
Legal Proceedings
- The Company discovered in September of 2021 that BYLT Basics, a party that it settled a previous trademark litigation case with, is in breach of its Settlement Agreement and sent a notice of breach to said party.
- Attorneys are in contact and discovery proceedings have already started to take place with trial set to take place in February 2026.
Stakeholder Impact
- Shareholders face a high degree of risk due to the company's financial condition and potential stock price volatility.
- Employees may be affected by the company's ability to execute its business plan and manage growth.
- Customers may be impacted by the company's ability to maintain its brand and deliver on its product promises.
- Suppliers and creditors may be affected by the company's ability to raise capital and generate positive cash flows.
Next Steps
- The company needs to obtain Nasdaq listing approval.
- The company needs to complete the 10-for-1 reverse stock split.
- The company needs to close the initial public offering.
- The company needs to execute its plan to use the net proceeds from the offering.
Key Dates
| Date | Description |
|---|---|
| 2018-01-30 | Elite Performance Holding Corporation was formed. |
| 2018-02-02 | The Company closed on a Stock Exchange Agreement with Elite Beverage International Corp. |
| 2021-11-16 | The SEC issued an Order revoking the registration of the Company's securities pursuant to Section 12(j) of the Securities Exchange Act of 1934. |
| 2023-09-11 | The Company filed a Form 8A-12g to again become subject to the reporting requirements of the Exchange Act. |
| 2024-09-03 | The company obtained approval to conduct a reverse stock split in a ratio of 10-for-1. |
| 2025-04-30 | Date of the preliminary prospectus. |
Keywords
IPO, initial public offering, common stock, BYLT, Elite Performance Holding Corp., sports drink, Nasdaq, reverse stock split, financial results, risk factors
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