Beneficient (BENF) Registration Filing summary

Company overview and business model

• Provides technology-enabled liquidity, trustee, custody, and trust administration services for alternative asset investors, targeting mid-to-high net worth individuals, small-to-midsize institutions, family offices, and general partners.

• Seeks to disrupt the $15.3 trillion global alternative asset market by offering rapid, cost-effective liquidity solutions through proprietary technology and trust structures.

• Focuses on addressing unmet liquidity needs, estimating annual demand over $61 billion, with expectations to exceed $100 billion in five years.

• Operates through subsidiaries Ben Liquidity, Ben Custody, Ben Markets, and plans to add Ben Insurance Services.

Financial performance and metrics

• As of August 20, 2024, authorized to issue 18,750,000 shares of Class A common stock, with 4,006,365 shares outstanding.

• Received $3.9 million in gross proceeds from Class A common stock sales to Yorkville under the SEPA, and $1.8 million from Convertible Debentures and Warrants at the First Closing.

• Convertible Debentures issued at a 10% original issue discount, maturing February 6, 2025, with gross proceeds of $3.6 million.

• Audit report includes a going concern warning due to recurring net losses, liquidity constraints, and net capital deficiency.

Use of proceeds and capital allocation

• Proceeds from SEPA and Purchase Agreement are intended for working capital, general corporate purposes, and financing liquidity transactions for alternative assets.

• Net proceeds may also be used for payments to related parties, including service fees, debt, dividends, or indemnification obligations.

• Management retains broad discretion over the use of proceeds, with specific allocations dependent on funding requirements and market conditions.