MMCP.OQBMag Mile Capital, INC
S-1/A: Mag Mile Capital Files Amendment No. 3 to Form S-1 Registration Statement
Sentiment:
Amendment to Registration Statement
Mag Mile Capital, Inc. files an amendment to its Form S-1 registration statement for the resale of 10,340,000 shares of common stock by selling stockholders.
Summary
- Mag Mile Capital, Inc. has filed Amendment No. 3 to its Form S-1 registration statement with the SEC.
- The registration statement pertains to the resale of up to 10,340,000 shares of the company's common stock by the selling stockholders.
- The shares are being offered at a fixed price of $0.005 per share, which was the last sales price on March 5, 2024.
- The company will not receive any proceeds from the sale of these shares by the selling stockholders.
- Rushi Shah, the President and CEO, holds approximately 87% of the voting power.
- The company is an emerging growth company and is subject to reduced public company reporting requirements.
- The trading symbol for Mag Mile Capital, Inc. is MMCP.
- The company is now eligible only for proprietary broker-dealer quotations on the Expert Market.
Sentiment
Score: 5
Explanation: The document is neutral, primarily focused on the registration of shares for resale. It contains both positive aspects (e.g., access to diverse capital sources) and risks, resulting in a balanced sentiment.
Positives
- The company has access to diverse sources of capital, including family offices, hedge funds, private equity firms, investment banks, life insurance companies, mortgage and equity REITs and sovereign wealth funds.
- Mag Mile Capital also utilizes historic tax credits and federal and state new markets tax credits to originate creative financing alternatives for its diverse customer base.
- Mag Mile Capital has developed a commercial real estate origination software platform named CapLogiq that uses automation and artificial intelligence to increase the efficiency of the loan closing process.
Negatives
- The company is currently eligible only for proprietary broker-dealer quotations on the Expert Market.
- Investing in the company's securities involves a high degree of risk, as detailed in the Risk Factors section of the prospectus.
Risks
- Investing in the company's common stock involves a high degree of risk.
- The company's performance is significantly related to general economic, political and regulatory conditions.
- Adverse developments in the credit markets may materially harm the company's business, results of operations and financial condition.
- The company faces intense competition, often from companies with greater resources and experience.
- Failure to maintain the security of the company's information and technology networks could materially adversely affect the company.
- The company is subject to various litigation and regulatory risks.
Future Outlook
The company intends to continue to attract new customers through an increase in the number of salespeople and to explore potential high-quality acquisition opportunities.
Management Comments
- Rushi Shah has served as Mag Mile Capitals Chief Founder and Chief Executive Officer since December 2016.
- Mr. Shah is a subject matter expert and has a monthly finance column for the past six years for the hotel industrys magazine, Todays Hotelier.
Industry Context
Mag Mile Capital operates in the commercial real estate mortgage banking industry, competing with firms like Jones Lang LaSalle Incorporated (JLL), Cushman & Wakefield plc, Colliers International Group Inc., Savills plc, and Newmark Group Inc.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| President and Chairman of the Board of Directors | Henrik Rouf | Rushi Shah | 2023-03-30 | Terms of the Reorganization Agreement |
Related Party Transactions
- The company has an office lease with 1141 W. Randolph, LLC, a company owned and controlled by Rushi Shah.
- Per the terms of Mr. Shahs employment agreement, he received between 50 % and 75 % of all revenue from commercial real estate mortgage financing for which he is the procuring cause, before the merger took place.
Stakeholder Impact
- The resale of shares may impact the market price of the company's stock.
- The company's ability to attract and retain clients is highly dependent upon the external perceptions of our level of service, trustworthiness, business practices, management, workplace culture, financial condition, our response to unexpected events and other subjective qualities.
Next Steps
- The selling stockholders may offer and sell the common stock registered pursuant to this prospectus at the at a fixed price of $0.005 per share, the last sales price of our common stock on March 5, 2024.
- The company expects to have a FINRA-registered broker/dealer submit a Form 15c2-11 to resume having our common stock being traded on the OTC:Pink market.
Key Dates
| Date | Description |
|---|---|
| 1987-03-13 | Lewis Resources, Inc. was incorporated in Nevada. |
| 1993-12-21 | Name changed to Israel Semiconductor Corp. |
| 1994-07-05 | Name changed to International Semiconductor Corporation. |
| 1999-09-28 | Name changed to Semcolabs, Inc. |
| 2000-04-12 | Name changed to Sanitary Environmental Monitoring Labs, Inc. |
| 2005-06 | Rushi Shah held a variety of executive positions at Chicagos Northern Trust Bank |
| 2009-08-28 | Name changed to Vietnam United Steel Corporation. |
| 2010-06-18 | Name changed to Vietnam Mining Corporation. |
| 2014-04-25 | Name changed to Vanguard Mining Corporation. |
| 2015-05-13 | Name changed to Myson Group, Inc. |
| 2015-06-08 | Trading symbol changed from VNMC to MYSN. |
| 2016-12 | Rushi Shah served as Mag Mile Capitals Chief Founder and Chief Executive Officer |
| 2020-05-27 | Date of loan from the Small Business Administration. |
| 2021-06-20 | G. Reed Petersen was appointed as Custodian of Myson Group, Inc. |
| 2021-07-08 | Reincorporated in Oklahoma as Myson, Inc. |
| 2022-02-23 | Date of Stock Purchase Agreement. |
| 2022-05-10 | G. Reed Petersen Irrevocable Trust agreed to sell Series A Preferred Shares. |
| 2022-05-11 | G. Reed Petersen Irrevocable Trust agreed to sell Series A Preferred Shares. |
| 2022-05-17 | Sale of Preferred Shares to Reddington Partners LLC was completed. |
| 2022-06-05 | Change of management was completed. |
| 2022-06-06 | Henrik Rouf became sole officer and director. |
| 2023-03-28 | Date of common stock issuances. |
| 2023-03-30 | Entered into a Reorganization Agreement with Megamile Capital, Inc. |
| 2023-04-04 | Warrant issued to GK Partners ApS. |
| 2023-04-12 | Oklahoma Secretary of State accepted the Certificate of Merger. |
| 2023-05-15 | Filed amendment to Certificate of Incorporation to change name. |
| 2023-06-09 | Date of common stock issuances. |
| 2023-06-16 | Name change to Mag Mile Capital, Inc. became effective. |
| 2023-07-05 | Board of Directors and stockholders adopted 2023 Stock Incentive Plan. |
| 2023-07-17 | Date of common stock issuances. |
| 2023-08-17 | Date of common stock issuances. |
| 2023-09-05 | Name change and symbol change to MMCP became effective on OTC Markets. |
| 2024-03-05 | Last reported sales price of common stock on OTC:Pink market was $0.005 per share. |
| 2024-03-08 | Date of the prospectus. |
Keywords
Mag Mile Capital, common stock, registration statement, resale, selling stockholders, MMCP, emerging growth company, commercial real estate, mortgage banking
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