YOSH
Yoshiharu Global CO
NASDAQ
S-1: Yoshiharu Global Co. Files for Resale of 3,005,600 Shares of Common Stock
Sentiment:
S-1 Filing
30 April 2025 5:31 PM
Yoshiharu Global Co. is registering for resale 3,005,600 shares of its Class A common stock by certain selling securityholders, with the company not receiving any proceeds from the sales except from potential warrant exercises.
Capital raise
On March 12, 2025, the company entered into private placements with three investors for the sale of Class A common stock at a price of $2.50 per share for gross proceeds of $714,000.
On March 17, 2025 the company sold penny warrants at a price of $2.50 per share for gross proceeds of $1,200,000.
Summary
- Yoshiharu Global Co. has filed a registration statement for the resale of up to 3,005,600 shares of its Class A common stock by selling securityholders.
- The shares include those issued through subscription agreements, private placements, and those issuable upon the exercise of warrants.
- The company will not receive any proceeds from the resale of these shares, except for potential cash proceeds from the exercise of warrants.
- The exercise price of the warrants is $2.50 per share.
- The company will bear the costs associated with the registration, while the selling securityholders will bear commissions and discounts related to their sales.
- The Class A Common Stock is listed on The Nasdaq Capital Market under the symbol YOSH.
- The company cautions investors to review the risk factors associated with investing in their securities.
Sentiment
Score: 4
Explanation: The document is primarily a registration statement, which is inherently neutral. However, the inclusion of numerous risk factors and the fact that selling securityholders purchased shares at prices below the current market price suggests some caution.
Negatives
- The company will not receive any proceeds from the resale of shares of Common Stock by the Selling Securityholders except with respect to amounts received by us due to the cash exercise of the Convertible Securities.
- Cash proceeds associated with the exercises of the Convertible Securities are dependent on our stock price and given the recent price volatility of our Common Stock and relative lack of liquidity in our stock, we may not receive any cash proceeds in relation to such outstanding warrants.
- The shares of Class A Common Stock being registered for resale in this prospectus will constitute a considerable percentage of our public float (defined as the number of our outstanding shares of Common Stock held by non-affiliates).
- In addition, a portion of the shares of Common Stock being registered for resale hereunder were purchased by the Selling Securityholders at prices below the current market price of our Common Stock.
Risks
- The prospectus highlights several risk factors, including potential dilution, market volatility, and the company's ability to achieve profitability.
- The company's success depends on its ability to identify and secure appropriate sites and timely develop and expand its operations in existing and new markets.
- The company's restaurant base is geographically concentrated in California, and it could be negatively affected by conditions specific to California.
- The company's expansion into new markets may present increased risks due in part to its unfamiliarity with the areas and may make its future results unpredictable.
- New restaurants, once opened, may not be profitable, and the increases in average restaurant sales and comparable restaurant sales that the company has experienced in the past may not be indicative of future results.
- The company's failure to manage its growth effectively could harm its business and operating results.
- The company's limited number of restaurants, the significant expense associated with opening new restaurants, and the unit volumes of its new restaurants makes it susceptible to significant fluctuations in its results of operations.
- A decline in visitors to any of the retail centers, shopping malls, lifestyle centers, or entertainment centers where the company's restaurants are located could negatively affect its restaurant sales.
- Opening new restaurants in existing markets may negatively affect sales at the company's existing restaurants.
- The company's operating results and growth strategies will be closely tied to the success of its future franchise partners and it will have limited control with respect to their operations.
- Operating results at the company's restaurants could be significantly affected by competition in the restaurant industry in general and, in particular, within the dining segments of the restaurant industry in which it competes.
- The company relies significantly on certain vendors and suppliers, which could adversely affect its business, financial condition or results of operations.
- Continued supply chain disruptions and other forces beyond the company's control, and resulting changes in food and supply costs have and could continue to adversely affect its business, financial condition or results of operations.
- The company's operations may be subject to the effects of a rising rate of inflation which may adversely impact its financial condition and results of operations.
- Changes in economic conditions could materially affect the company's ability to maintain or increase sales at its restaurants or open new restaurants.
- The company may need capital in the future, and it may not be able to raise that capital on favorable terms.
- Negative publicity relating to one of the company's restaurants could reduce sales at some or all of its other restaurants.
- Food safety and foodborne illness concerns could have an adverse effect on the company's business, financial condition or results of operations.
- The company has, from time to time, received borrowings from a related party controlled by James Chae, its Chairman and Chief Executive Officer, which may become repayable on demand. Any unexpected calls for repayment of a significant amount of such borrowings may adversely affect its business.
- The company is subject to all of the risks associated with leasing space subject to long-term non-cancelable leases.
- Failure to receive frequent deliveries of fresh food ingredients and other supplies could harm the company's business, financial condition or results of operations.
- New information or attitudes regarding diet and health could result in changes in regulations and consumer consumption habits that could adversely affect the company's business, financial condition or results of operations.
- The company relies significantly on information technology, and any material failure, weakness, interruption or breach of security could prevent it from effectively operating its business.
- The company's marketing programs may not be successful, and its new menu items, advertising campaigns and restaurant designs and remodels may not generate increased sales or profits.
- The company's inability or failure to recognize, respond to and effectively manage the accelerated impact of social media could materially adversely impact its business, financial condition or results of operations.
- The company depends on its senior management team and other key employees, and the loss of one or more key personnel or an inability to attract, hire, integrate and retain highly skilled personnel could have an adverse effect on its business, financial condition or results of operations.
- Labor disputes may disrupt the company's operations and affect its profitability, thereby causing a material adverse effect on its business, financial condition or results of operations.
- The minimum wage, particularly in California, continues to increase and is subject to factors outside of the company's control.
- Changes in employment laws may adversely affect the company's business, financial condition, results of operations or cash flow.
- If the company faces labor shortages, increased labor costs or unionization activities, its growth, business, financial condition and operating results could be adversely affected.
- The company's business could be adversely affected by a failure to obtain visas or work permits or to properly verify the employment eligibility of its employees.
- Failure to comply with antibribery or anticorruption laws could adversely affect the company's reputation, business, financial condition or results of operations.
- Delays In Obtaining Construction Permits Can Have A Material Adverse Effect on Our Business.
- The company may become involved in lawsuits involving Yoshiharu Holdings Co. as the owner of intellectual property, or us as a licensee of intellectual property from Yoshiharu Holdings Co., to protect or enforce intellectual property rights, which could be expensive, time consuming, and unsuccessful.
- Governmental regulation may adversely affect the company's ability to open new restaurants or otherwise adversely affect its business, financial condition or results of operations.
- Compliance with environmental laws may negatively affect the company's business.
- A breach of security of confidential consumer information related to the company's electronic processing of credit and debit card transactions, as well as a breach of security of its employee information, could substantially affect its reputation, business, financial condition of results of operations.
- The company could be party to litigation that could adversely affect it by distracting management, increasing its expenses or subjecting it to material money damages and other remedies.
- The company is subject to state and local dram shop statutes, which may subject it to uninsured liabilities.
- The company's current insurance may not provide adequate levels of coverage against claims.
- Failure to obtain and maintain required licenses and permits or to comply with alcoholic beverage or food control regulations could lead to the loss of its liquor and food service licenses and, thereby, harm its business, financial condition or results of operations.
- If the company fails to develop and maintain an effective system of internal control over financial reporting, it may not be able to accurately report its financial results in a timely manner, which may adversely affect investor confidence in the company.
- Changes to accounting rules or regulations may adversely affect the company's business, financial condition or results of operations.
- The company will incur increased costs as a result of being a public company.
- The company is an emerging growth company, and it cannot be certain if the reduced reporting and disclosure requirements applicable to emerging growth companies will make its common stock less attractive to investors.
- The company's management does not have experience managing a U.S. public company and its current resources may not be sufficient to fulfill its public company obligations.
- If the company's stockholders equity fails to comply with the continued listing requirements of the Nasdaq Capital Market, it would face possible delisting, which would result in a limited public market for its Class A Common Stock and make obtaining future debt or equity financing more difficult for it.
Future Outlook
The company plans to continue to increase the number of its restaurants in the next several years as part of its expansion strategy and expects to open an additional two to four new restaurants in 2024.
Industry Context
The restaurant industry is highly competitive, with competition intensifying as competitors increase the breadth and depth of their product offerings and open new locations.
Stakeholder Impact
- Existing shareholders may experience dilution due to the resale of shares.
- The market price of the company's common stock could be affected by the sales of shares by the Selling Securityholders.
Next Steps
- The Selling Securityholders will determine when and how they will dispose of the shares of Common Stock registered under this prospectus for resale.
Key Dates
- 2016: Yoshiharu founded.
- 2022-09: Initial public offering (IPO) of 2,940,000 shares of Class A common stock at $4.00 per share.
- 2023-11-22: Certificate of Amendment filed to effect a 1-for-10 reverse stock split.
- 2025-03-12: Private placement securities subscription agreements with Good Mood Studio, Inc., Blue Ocean Fund, and Green Light.
- 2025-03-17: Securities subscription agreements with Global AI Focus 1 Fund, Haru 1st Fund, Econovation Fund and Sky Line Fund.
- 2025-03-24: Subscription agreements with BS1 Fund, James Chae, and Golden Bridge.
- 2025-03-25: Subscription agreements with certain investors.
- 2025-04-02: Subscription agreements with certain investors.
- 2025-04-09: Subscription agreements with certain investors.
- 2025-04-30: Date of the prospectus.
Keywords
resale, common stock, securities, warrants, subscription agreements, private placement, Yoshiharu Global Co., Class A Common Stock, selling securityholders, registration statement, Nasdaq
YOSH
Yoshiharu Global CO
NASDAQ
Sector: TBD
Filings with Classifications
Capital raise
15 July 2025 8:49 AM
Strategic Rebranding and Business Diversification
- The company's differentiated expansion strategy is "rooted in Security Token Offering (STO) and AI-based technologies." This indicates an intention to use STOs as a mechanism for future capital raising to fuel real estate initiatives and growth.
Delay expected
12 June 2025 1:20 PM
Operational Update
- All Yoshiharu Global Co. restaurant locations will be temporarily closed for approximately three days starting June 13, 2025, delaying normal business operations.
Worse than expected
12 June 2025 1:20 PM
Operational Update
- Temporary cessation of all restaurant operations, leading to a halt in revenue generation for approximately three days, which is an immediate negative operational impact.
Capital raise
9 June 2025 4:53 PM
Corporate Governance Update
- The company increased its authorized capital stock from 50,000,000 to 100,000,000 shares, providing the capacity to issue a significant number of new shares. This increase is a prerequisite for potential future capital raises through equity offerings, although no specific capital raise is announced in this filing.
Worse than expected
29 May 2025 5:29 PM
Management Change Announcement
- The resignation of a director, Sungjoon Chae, even if amicable, can be perceived as a negative event impacting board stability.
- The explicit mention of a Nasdaq Listing Rule 5550(b)(1) deficiency and the lack of assurance regarding compliance or delisting relief indicates a significant regulatory challenge that could negatively impact the company's stock and operations.
Capital raise
16 May 2025 10:07 PM
S-1/A Filing
- The document details the potential for the company to receive proceeds from the cash exercise of convertible securities.
- The company may receive proceeds from the sale of Class A common stock to the Selling Stockholder.
Worse than expected
15 May 2025 2:27 PM
Quarterly Report
- The company's net loss widened to $1.42 million, or $0.96 per share, compared to a net loss of $0.88 million, or $0.65 per share, in Q1 2024.
- The increased loss is attributed to higher restaurant operating expenses, including food, beverage, and supply costs, as well as increased labor, rent, and utility expenses.
- General and administrative expenses also increased by 37.5% due to higher professional fees.
Capital raise
15 May 2025 2:27 PM
Quarterly Report
- On January 5, 2024, the Company entered into a Securities Purchase Agreement with Alumni Capital LP, an accredited investor (the Investor), allowing the Company to sell up to $ 5,000,000 in Class A common stock to the Investor, subject to certain conditions including SEC approval of a registration statement.
- On January 6, 2025, the Company issued and sold to Crom Structured Opportunities Fund I, LP, a Delaware limited partnership (Crom) a 10% OID promissory note in the aggregate principal amount of $ 1,100,000 (the Note) for a purchase price of $ 1,000,000.
- Also on January 6, 2025, we entered into an equity purchase agreement (the Purchase Agreement) with Crom (the Investor) pursuant to which the Company shall have the right, but not the obligation, to sell to the Investor up to $ 10,000,000 (the ELOC Shares) of the Companys Class A common stock, $ 0.0001 par value per share (Class A Common Stock).
- On March 12, 2025, the Company entered into a private placement securities subscription agreement (the GM Private Placement Agreement) with Good Mood Studio, Inc. (Good Mood Studio) pursuant to which Good Mood Studio purchased $ 200,000 worth of the Companys shares of Class A common stock, par value $ 0.0001 per share (Class A Common Stock), at a price per share of $ 2.50 per share, or 80,000 shares of Class A Common Stock (the GM Shares).
- On March 12, 2025, the Company entered into a private placement securities subscription agreement (the BOF Private Placement Agreement) with Blue Ocean Fund (Blue Ocean Fund) pursuant to which Blue Ocean Fund purchased $ 300,000 worth of the Companys Class A Common Stock, at a price per share of $ 2.50 per share, or 120,000 shares of Class A Common Stock (the BOF Shares).
- On March 12, 2025, the Company entered into a private placement securities subscription agreement (the GLF Private Placement Agreement) with Green Light Fund (Green Light Fund) pursuant to which Green Light Fund purchased $ 214,000 worth of the Companys Class A Common Stock, at a price per share of $ 2.50 per share, or 85,600 shares of Class A Common Stock (the GLF Shares).
- On March 17, 2025, the Company entered into securities subscription agreements (the Subscription Agreements) with certain investors pursuant to which the investors purchased an aggregate of 480,000 warrants for a purchase price of $ 1,200,000.
- On March 24, 2025, the Company entered into securities subscription agreements (the Subscription Agreements) with certain investors pursuant to which the investors agreed to cancel indebtedness in an aggregate amount of $ 2,500,000 in exchange for the issuance of an aggregate of 1,000,000 warrants.
- On March 25, 2025, the Company entered into Subscription Agreements with certain investors pursuant to which the investors agreed to pay $ 1,650,000 in aggregate to purchase an aggregate of 660,000 warrants.
- On April 2, 2025, the Company entered into two new securities subscription agreements and amended one securities subscription agreement (the Subscription Agreements) with certain investors pursuant to which the investors purchased an aggregate of 400,000 additional warrants for a purchase price of $ 1,000,000.
- On April 9, 2025, Yoshiharu Global Co., a Delaware corporation (the Company) entered into two new securities subscription agreements (the Subscription Agreements) with certain investors pursuant to which the investors purchased an aggregate of 400,000 additional warrants for an aggregate purchase price of $ 1,000,000.
Worse than expected
6 May 2025 4:52 PM
Earnings Release
- The operating loss increased from the prior year, indicating worsening profitability despite revenue growth.
Capital raise
30 April 2025 5:31 PM
S-1 Filing
- On March 12, 2025, the company entered into private placements with three investors for the sale of Class A common stock at a price of $2.50 per share for gross proceeds of $714,000.
- On March 17, 2025 the company sold penny warrants at a price of $2.50 per share for gross proceeds of $1,200,000.
Capital raise
24 April 2025 1:02 AM
Proxy Statement
- The company entered into subscription agreements with several funds and individuals to cancel indebtedness in exchange for warrants and shares.
- The company is issuing up to an aggregate of 2,720,000 shares of Class A common stock pursuant to various subscription agreements.
- The company is issuing 220,000 shares of Class B common stock to BS1 Fund.
Capital raise
15 April 2025 5:30 PM
Current Report (Form 8-K)
- Yoshiharu Global Co. is raising $1,000,000 through the sale of 400,000 warrants to certain investors.
- The warrants are exercisable for Class A common stock at an exercise price of $0.01 per share.
- The company intends to use the proceeds to maintain Nasdaq listing standards and for general corporate purposes.
Worse than expected
15 April 2025 5:30 PM
Current Report (Form 8-K)
- The company is raising capital to maintain its Nasdaq listing, which suggests underlying financial difficulties.
- The terms of the warrant agreements include provisions for investor refunds if the company fails to meet certain deadlines, indicating potential operational and regulatory risks.
Worse than expected
8 April 2025 9:25 PM
Current Report on Form 8-K
- The company is raising capital to maintain Nasdaq compliance, which suggests underlying financial difficulties.
- The terms of the warrant agreements include clauses that protect investors in case of delays or failures in the registration process, indicating a higher risk for the company.
Delay expected
8 April 2025 9:25 PM
Current Report on Form 8-K
- The agreement outlines specific timelines for filing a registration statement with the SEC and obtaining stockholder approval.
- Failure to meet these deadlines triggers investor rights, including the option to demand a refund or require the company to repurchase the warrants or underlying shares.
Capital raise
8 April 2025 9:25 PM
Current Report on Form 8-K
- The company is raising $1 million through the sale of warrants.
- The warrants are exercisable for shares of Class A common stock.
- The company may need to raise additional capital in the future if it fails to meet its financial obligations or Nasdaq compliance requirements.
Better than expected
2 April 2025 8:45 AM
Quarterly Report
- The company's Q4 revenue and net income were better than the prior year.
- The company regained compliance with NASDAQ listing requirements, which was better than expected.
- The company's full year revenue increased by 39%, which was better than the prior year.
Worse than expected
27 March 2025 12:28 AM
Annual Report
- The company incurred a net loss of $2.7 million in 2024 compared to a net loss of $3.0 million in 2023.
- The company received a Nasdaq notification letter regarding its stockholders' equity falling below the $2,500,000 minimum.
Delay expected
27 March 2025 12:28 AM
Annual Report
- Construction permits have been significantly delayed, causing the company to incur lease payments prior to the opening of new locations.
Capital raise
27 March 2025 12:28 AM
Annual Report
- On January 5, 2024, the company entered into a securities purchase agreement with Alumni Capital LP.
- On January 6, 2025, the company entered into an equity purchase agreement with Crom Structured Opportunities Fund I, LP.
- On March 12, 2025, the company entered into private placements with three investors for the sale of Class A common stock.
- On March 17, 2025, the company sold 480,000 warrants for a purchase price of $1,200,000.
- On March 25, 2025, the Company entered into Subscription Agreements with certain investors pursuant to which the investors agreed to pay $1,650,000 in aggregate to purchase an aggregate of 660,000 warrants.
Delay expected
25 March 2025 5:10 PM
Current Report on Form 8-K
- The company did not regain compliance within the initial timeframe provided by Nasdaq.
Capital raise
25 March 2025 5:10 PM
Current Report on Form 8-K
- The company is raising capital through the sale of warrants.
- The company is cancelling debt in exchange for warrants.
- The company has raised $4.15 million through these transactions.
Worse than expected
18 March 2025 5:00 PM
8-K Filing
- The company is raising capital to maintain Nasdaq listing standards, which suggests it is currently not in compliance.
- The company may be forced to repurchase the warrants or underlying shares at the original purchase price if certain conditions are not met.
Capital raise
18 March 2025 5:00 PM
8-K Filing
- Yoshiharu Global Co. has raised $1.2 million through the sale of warrants to several investors.
- Each warrant is exercisable for one share of the company's Class A common stock at an exercise price of $0.01.
- The company sold 480,000 warrants in total.
Delay expected
18 March 2025 5:00 PM
8-K Filing
- The company may be subject to penalties if it fails to file the registration statement with the SEC within 30 days of filing its annual report.
- The company may be subject to penalties if it fails to obtain the Requisite Stockholder Approval within 75 days from the date of the Subscription Agreements.
- The company may be subject to penalties if it fails to remit the refund within 30 days of it exercising its right to a refund.
Capital raise
18 March 2025 2:30 PM
Current Report Amendment (Form 8-K/A)
- Yoshiharu Global Co. raised $714,000 through private placements with Good Mood Studio, Blue Ocean Fund, and Green Light Fund.
- Good Mood Studio purchased $200,000 worth of shares, Blue Ocean Fund purchased $300,000 worth of shares, and Green Light Fund purchased $214,000 worth of shares.
- The shares were sold at $2.50 per share.
- The funds are intended to help the company maintain its Nasdaq listing and for other general corporate purposes.
Worse than expected
18 March 2025 2:30 PM
Current Report Amendment (Form 8-K/A)
- The company is raising capital to maintain its Nasdaq listing, which suggests underlying financial difficulties.
Capital raise
14 March 2025 11:30 PM
Current Report (Form 8-K)
- Yoshiharu Global Co. raised $714,000 through private placements.
- Good Mood Studio invested $200,000.
- Blue Ocean Fund invested $300,000.
- Green Light Fund invested $214,000.
Worse than expected
21 February 2025 5:00 PM
8-K Filing
- The company received a delisting notice from Nasdaq, indicating a failure to meet minimum financial requirements.
- The company's stock is scheduled to be suspended from trading, which is a negative outcome for shareholders.
Capital raise
4 February 2025 3:01 PM
S-1 Filing
- Yoshiharu Global Co. has entered into an equity purchase agreement (EPA) with Crom Structured Opportunities Fund I, LP, allowing the company to sell up to $10 million of its Class A Common Stock to Crom.
- The company has also issued a convertible promissory note to Crom in the original principal amount of $1,100,000.
- The company may receive up to $10 million in gross proceeds pursuant to the EPA and $1,000,000 from the Promissory Note.
- The company intends to use any proceeds from the Selling Stockholder that we receive under the EPA and Note for working capital, strategic and general corporate purposes.
Worse than expected
4 February 2025 3:01 PM
S-1 Filing
- The potential dilution to existing shareholders is significant.
- The market price of Yoshiharu's Class A Common Stock could decline due to the sale of a substantial number of shares by Crom.
- The company's reliance on Crom as a source of funding depends on various factors, including the prevailing market price of its Class A Common Stock.
- The company's management has broad discretion over the use of the net proceeds from the sale of shares of Class A Common Stock to the Selling Stockholder, and you may not agree with how we use the proceeds and the proceeds may not be invested successfully.
Capital raise
13 January 2025 5:15 PM
Financing Agreement
- The company has secured a $1.1 million financing through a convertible note.
- The company has also entered into an equity purchase agreement for up to $10 million.
Capital raise
20 December 2024 5:25 PM
Current Report
- The company received approval for the potential issuance of more than 19.99% of its Class A Common Stock related to a Securities Purchase Agreement with Alumni Capital LP.
- The company also received approval for the potential issuance of more than 19.99% of its Class A Common Stock to an accredited investor through a common stock purchase agreement and a convertible promissory note.
Capital raise
22 November 2024 1:17 PM
Proxy Statement
- The company is seeking approval to issue more than 19.99% of its Class A Common Stock to Alumni Capital LP under a purchase agreement, potentially raising up to $5 million.
- The company is seeking approval to issue more than 19.99% of Class A Common Stock to an accredited investor through a common stock purchase agreement, potentially raising up to $10 million.
- The company is seeking approval to issue more than 19.99% of Class A Common Stock to an accredited investor through a convertible promissory note, potentially raising up to $1.1 million.
Worse than expected
22 November 2024 1:17 PM
Proxy Statement
- The proposed stock issuances will significantly dilute existing stockholders' ownership and voting power, which is a negative outcome for current investors.
Capital raise
19 November 2024 4:50 PM
Quarterly Report
- The company has a Securities Purchase Agreement with Alumni Capital LP, allowing the sale of up to $5 million in Class A common stock.
- The company closed a $1 million private placement investment on October 2, 2024, to fund expansion into the Korean BBQ segment.
Worse than expected
19 November 2024 4:50 PM
Quarterly Report
- Despite a significant increase in revenue, the company's net loss has increased compared to the same period last year.
- The company's operating expenses have increased, offsetting the revenue gains.
- The company's average unit volumes (AUVs) have decreased compared to the same period last year.
Capital raise
17 September 2024 6:05 AM
S-1/A Amendment
- The document relates to an S-1 filing, which is a registration statement for an initial public offering (IPO), indicating a potential capital raise through the sale of stock to the public.
- The company aims to commence the proposed sale to the public as soon as practicable after the effective date of this registration statement.
Capital raise
9 September 2024 5:23 PM
S-1/A (Amendment to Registration Statement)
- The document details a potential capital raise of up to $5 million through a purchase agreement with Alumni Capital LP.
- The company may sell shares of Class A Common Stock to Alumni Capital LP from time to time at its sole discretion.
- The company intends to use any proceeds from the selling stockholder for working capital, strategic and general corporate purposes.
Better than expected
26 August 2024 4:30 PM
Merger Announcement
- The document indicates that the company expects to break even in the second half of 2024 and become profitable in 2025, which is a better outlook than the current financial situation.
Delay expected
26 August 2024 4:30 PM
Merger Announcement
- The document mentions that the Seller Carry Loan Note was revised to correct the two repayment dates from November 30, 2024 to April 12, 2025 and from November 30, 2025 to April 12, 2026.
Capital raise
26 August 2024 4:30 PM
Merger Announcement
- The acquisition includes a $1.2 million convertible note, which could potentially be converted into Class A common stock, representing a potential capital raise.
- The terms of the convertible note allow the seller to convert the debt into shares of the company's stock, which would increase the number of shares outstanding.
Worse than expected
23 August 2024 4:15 PM
Current Report
- The company's stockholders' equity has fallen below the minimum required for continued listing, indicating a significant financial issue.
Capital raise
19 August 2024 8:25 AM
Quarterly Report
- The company has a Securities Purchase Agreement with Alumni Capital LP, allowing the company to sell up to $5,000,000 in Class A common stock.
- The company issued 12,745 shares of Class A Common Stock as commitment shares pursuant to this agreement.
Worse than expected
19 August 2024 8:25 AM
Quarterly Report
- Despite increased revenue, the company's net loss continues, indicating that the company is not yet profitable.
- The company's labor and rent expenses are increasing at a higher rate than revenue, impacting profitability.
- The company has identified material weaknesses in its internal controls over financial reporting.
Delay expected
13 August 2024 8:07 PM
Quarterly Report
- The company received a notification from Nasdaq indicating that the company failed to comply with the filing requirement of Listing Rule 5250(c)(1) due to its delayed Form 10-Q for the quarter ending March 31, 2024.
Worse than expected
13 August 2024 8:07 PM
Quarterly Report
- The company reported a net loss of $876,205, indicating that the company is not yet profitable.
- The company identified material weaknesses in its internal controls over financial reporting.
- The company received a notification from Nasdaq for failing to file its 10-Q on time.
Capital raise
13 August 2024 8:07 PM
Quarterly Report
- The company entered into a Securities Purchase Agreement with Alumni Capital LP, allowing the company to sell up to $5,000,000 in Class A common stock.
- The company will issue 24,950 shares of Common Stock to the Investor as consideration.
- On January 9, 2024, Yoshiharu Global Co. issued 12,745 shares of Class A Common Stock as commitment shares pursuant to this agreement.
Capital raise
30 July 2024 6:40 PM
Annual Report
- The company entered into a securities purchase agreement with Alumni Capital LP, allowing the company to sell up to $5,000,000 in Class A common stock.
- The company may need to raise additional capital in the future to meet its growth plans.
Worse than expected
30 July 2024 6:40 PM
Annual Report
- The company's net loss increased from $3.5 million in 2022 to $3.0 million in 2023.
- The company's average unit volume (AUV) decreased from $1.2 million in 2022 to $1.1 million in 2023.
- The company's comparable restaurant sales growth decreased from 9.9% in 2022 to -0.8% in 2023.
Delay expected
30 July 2024 6:40 PM
Annual Report
- Construction permits have been significantly delayed, causing the company to incur lease payments prior to the opening of new locations.
Worse than expected
27 June 2024 5:00 PM
Current Report
- The company has failed to meet a key reporting deadline, which is a negative signal for investors.
Delay expected
27 June 2024 5:00 PM
Current Report
- The company's 10-Q filing for the quarter ended March 31, 2024, is delayed.
Delay expected
17 June 2024 2:30 PM
Merger Announcement
- The acquisition was delayed from the original agreement date of November 21, 2023, to allow for separate closings of the restaurants at the request of a lender.
Worse than expected
17 May 2024 5:00 PM
Current Report
- The dismissal of the previous auditor due to an SEC order is a negative event that could raise concerns about past financial statements.
Capital raise
19 April 2024 5:01 PM
S-1 Registration Statement
- Yoshiharu Global Co. has entered into a purchase agreement with Alumni Capital LP, where Alumni Capital LP has committed to purchase up to $5,000,000 of shares of Class A Common Stock.
- The company may sell shares to Alumni Capital LP from time to time during the term of the purchase agreement.
- The purchase price of the shares will be based on the market price of the Class A Common Stock at the time of the sale, with a discount applied.
- The company intends to use any proceeds from the selling stockholder for working capital, strategic and general corporate purposes.
Capital raise
1 April 2024 4:00 PM
Annual Results
- The company has the right, but not the obligation, to sell up to $5,000,000 in shares of Class A Common Stock to Alumni Capital LP.
- The company expects to rely on equipment financing, cash flows from operations, and future offerings to meet capital needs.
Delay expected
1 April 2024 4:00 PM
Annual Results
- Construction permits have been significantly delayed, causing the company to incur lease payments prior to the opening of new locations.
Worse than expected
1 April 2024 4:00 PM
Annual Results
- The company's net loss increased from $3.5 million in 2022 to $3.0 million in 2023.
- The average unit volume (AUV) decreased from $1.2 million in 2022 to $1.1 million in 2023.
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