Simwon America S-1 filing, read
Simwon America Corp. filed its S-1/A with the SEC on 6 November 2026. This is what it says, read from the printed pages by code with no AI, in a fixed order: four questions about the business, and the price last. Every figure carries the page it was printed on.
What the business does
We are a specialized automotive supplier dedicated to engineering the structural backbone of the electric vehicle (“EV”) market. Serving as a strategic partner to Tesla, Inc. (“Tesla”) through certain of its manufacturing hubs, we focus on the production of critical Body -in-White (the “BIW”) components. Our operations integrate advanced welding automation with high -strength structural manufacturing technologies, allowing us to deliver the essential safety and integrity required for modern electric vehicles. p.1
The five questions
Each reading with the chart behind it. Hover or tap a bar for its figure.
Is revenue really growing?
Revenue fell 13% in FY26. Only 2 audited years exist; stay humble about calling a trend. Across the audited years it went from $373M in FY25 to $324M in FY26. The filing reports no segment split, so growth cannot be checked business by business.
Does it fund its own growth?
Free cash flow was negative in 1 of 2 periods shown. The latest, FY26, was $28M. Check what the spending bought. In FY26 operations produced $32M, capital spending was $4.2M, and $2.9M came in from shareholders and lenders.
Is the debt sane?
The company holds more cash than debt. At FY26 the balance sheet held $39M of cash against $9.0M of debt.
Does the profit show up as cash?
In FY26, reported result $17M against $32M of operating cash. The largest non-cash item in FY26 was “depreciation and amortization”, $8.5M.
Only then: is the price sane?
No price in this filing yet, so no multiple can be computed. That is normal before the roadshow. Whatever the price, it will sit on $324M of FY26 revenue. The share count after the offering is 14.8M; the price section turns any market value into the per-share and revenue arithmetic.
Who controls it
One class of shares, one vote a share
Simwon America has a single class of common stock, so a holder's share of the vote is its share of the company.
- Controlled company• Following this offering, we will be a “controlled company” within the meaning of the Nasdaq Listing Rules. p.4
- Governance exemptionWe do not currently intend to rely on those exemptions afforded to a “controlled company.” p.22
- Who elects the boardFor so long as we are a “controlled company”, we are permitted to elect to rely, and may rely, on certain exemptions from corporate governance rules, including: • an exemption from the rule that a majority of our board of directors must be independent … p.7
The owners table, shares held after the offering p.85
| Holder | Group | Common stock shares | Vote |
|---|---|---|---|
| Youngseok Park | Directors and Named Executive Officers | 0 | |
| Jiyoun Lee | Directors and Named Executive Officers | 0 | |
| Terence Mak | Directors and Named Executive Officers | 0 | |
| Seokho Lee | Directors and Named Executive Officers | 0 | |
| Chan Yui Kwan, Martin | Directors and Named Executive Officers | 0 | |
| All Directors and Executive Officers of the Company as a Group | Directors and Named Executive Officers | 0 | |
| Simwon Tech Inc | Five Percent Holders | 11,879,311 | |
| First MVG Fund | 41,187 | ||
| J&J Holdings Limited | 164,751 | ||
| Jade Technology Enterprise Limited | 164,751 |
A blank vote cell is under 1% or not printed in this version. Shares include any the holder can acquire within 60 days, as the filing counts them.
Key figures, as printed
From the statements of operations and cash flows
| $ million | FY2025 | FY2026 | Page |
|---|---|---|---|
| Revenue | 373 | 324 | p.F-4 |
| % change | -13% | ||
| Net income (loss) | 11.3 | 16.9 | p.F-6 |
| % change | +50% | ||
| Operating cash flow | 6.5 | 32.4 | p.F-6 |
| % change | +399% | ||
| Free cash flow operating cash flow minus capital spending | -1.2 | 28.2 | p.F-6 |
| % change | +2,405% |
From the balance sheet
| $ million | FY2025 | FY2026 | Page |
|---|---|---|---|
| Cash | 13.4 | 39.4 | p.F-3 |
| % change | +195% | ||
| Debt current plus non-current lines, leases as the filing groups them | 14.5 | 9.0 | p.F-3 |
| % change | -38% |
The financial statements, as printed
Every line in the filing's own order and words. Switch between $ million and $ billion in the table's corner; the column headings stay in view as you scroll down.
Statements of Income p.F-4 p.F-5 p.F-29
| $ million | FY2024 | FY2025 | FY2026 |
|---|---|---|---|
| Net revenue | 413 | 373 | 324 |
| % change | -10% | -13% | |
| Cost of goods sold | 378 | 343 | 289 |
| % change | -9% | -16% | |
| Gross profit | 35.3 | 30.2 | 34.5 |
| % change | -14% | +14% | |
| Selling, general and administrative expense | 16.9 | 16.7 | 15.4 |
| % change | -1% | -7% | |
| Operating income | 18.4 | 13.5 | 19.0 |
| % change | -26% | +41% | |
| Other income (expense) | |||
| Interest income | 0.2 | 0.7 | 1.0 |
| % change | +232% | +38% | |
| Interest expense | -1.8 | -1.5 | -0.8 |
| % change | +15% | +48% | |
| Miscellaneous gain, net | 1.5 | 1.4 | 1.8 |
| % change | -10% | +32% | |
| Income before income tax expense | 18.3 | 14.1 | 21.1 |
| % change | -23% | +49% | |
| Income tax expense | 4.6 | 2.8 | 4.1 |
| % change | -38% | +46% | |
| Net income | 13.7 | 11.3 | 16.9 |
| % change | -18% | +50% | |
| Weighted average shares outstanding shares | 9,000,000 | 9,000,000 | 9,583,245 |
| % change | +0% | +6% | |
| Net income per share per share, $ | 1.52 | 1.25 | 1.77 |
| % change | -18% | +42% | |
| Net income | 11,267,529 | 11,267,529 | |
| % change | +0% | ||
| Net income | 16,928,518 | 16,928,518 | |
| % change | +0% |
Balance Sheets p.F-3 p.F-28
| $ million | FY2024 | FY2025 | FY2026 |
|---|---|---|---|
| Assets | |||
| Current assets | |||
| Cash and cash equivalents | 23.1 | 13.4 | 39.4 |
| % change | -42% | +195% | |
| Restricted cash | 2.1 | 2.1 | 7.1 |
| % change | +0% | +240% | |
| Accounts receivable, net | 29.7 | 42.1 | 28.8 |
| % change | +42% | -32% | |
| Accounts receivable, net, related parties | 0.1 | 1.1 | 7.5 |
| % change | +1,048% | +571% | |
| Other receivables | 0.1 | 0.0 | 5.7 |
| % change | -50% | +15,077% | |
| Inventories, net | 28.1 | 27.7 | 15.2 |
| % change | -1% | -45% | |
| Prepaid expenses and other current assets | 1.7 | 2.4 | 1.2 |
| % change | +40% | -50% | |
| Total current assets | 84.8 | 88.8 | 105 |
| % change | +5% | +18% | |
| Property, plant and equipment | 62.2 | 62.9 | 59.0 |
| % change | +1% | -6% | |
| Other noncurrent assets | |||
| Right-of-use assets, Operating Lease | 22.0 | 19.2 | 16.2 |
| % change | -13% | -16% | |
| Right-of-use assets, Financing Lease | 0.9 | 0.7 | 0.5 |
| % change | -25% | -33% | |
| Security deposits | 0.4 | 0.4 | 0.7 |
| % change | -0% | +61% | |
| Total other noncurrent assets | 23.4 | 20.3 | 18.0 |
| % change | -13% | -12% | |
| Total assets | 170 | 172 | 182 |
| % change | +1% | +6% | |
| Liabilities and Stockholders’ Equity | |||
| Current liabilities | |||
| Accounts payable | 9.8 | 18.6 | 13.9 |
| % change | +89% | -26% | |
| Accounts payable due to related party | 43.8 | 36.3 | 31.6 |
| % change | -17% | -13% | |
| Short-term debt | 9.0 | 9.0 | 9.0 |
| % change | +0% | +0% | |
| Current portion of long-term debt | 8.3 | 5.5 | 0.0 |
| % change | -34% | -100% | |
| Current portion of lease liabilities, Operating Lease | 2.6 | 2.9 | 3.1 |
| % change | +11% | +6% | |
| Current portion of lease liabilities, Financing Lease | 0.2 | 0.2 | 0.2 |
| % change | +8% | +8% | |
| Income Tax Payable | 0.4 | 0.0 | 3.6 |
| % change | -100% | ||
| Accrued expenses and other current liabilities | 0.3 | 0.3 | 0.8 |
| % change | +2% | +184% | |
| Total current liabilities | 74.5 | 72.8 | 62.3 |
| % change | -2% | -14% | |
| Noncurrent liabilities | |||
| Long-term debt, net | 5.5 | 0.0 | 0.0 |
| % change | -100% | ||
| Lease liabilities, net of current portion, Operating Lease | 20.7 | 17.7 | 14.6 |
| % change | -14% | -18% | |
| Lease liabilities, net of current portion, Financing Lease | 0.8 | 0.5 | 0.3 |
| % change | -30% | -46% | |
| Asset Retirement Obligation Liability | 2.5 | 2.7 | 3.0 |
| % change | +10% | +10% | |
| Deferred tax liabilities, net | 4.0 | 4.4 | 2.4 |
| % change | +10% | -45% | |
| Total noncurrent liabilities | 33.4 | 25.4 | 20.4 |
| % change | -24% | -20% | |
| Total liabilities | 108 | 98.3 | 82.7 |
| % change | -9% | -16% | |
| Commitments and contingencies | |||
| Stockholders’ equity | |||
| Common stock, no par value; stated value of US$0.0001 per share; 17,000,000 shares authorized; 9,000,000 shares issued and outstanding as of June 30, 2025 and Ju ne 30, 2024 respectively* | 0.0 | 0.0 | 0.0 |
| % change | +0% | +12% | |
| Additional paid-in capital | 9.0 | 9.0 | 17.6 |
| % change | +0% | +96% | |
| Retained earnings | 53.5 | 64.8 | 81.7 |
| % change | +21% | +26% | |
| Total stockholders’ equity | 62.5 | 73.8 | 99.3 |
| % change | +18% | +35% | |
| Total liabilities and equity | 170 | 172 | 182 |
| % change | +1% | +6% |
Statements of Cash Flows p.F-6 p.F-31
| $ million | FY2024 | FY2025 | FY2026 |
|---|---|---|---|
| Operating activities | |||
| Net income | 13.7 | 11.3 | 16.9 |
| % change | -18% | +50% | |
| Adjustments to reconcile net income to net cash provided by operating activities | |||
| Depreciation and amortization | 5.7 | 7.4 | 8.5 |
| % change | +30% | +14% | |
| Amortization of right-of-use assets | 2.6 | 2.7 | 2.9 |
| % change | +6% | +6% | |
| Accretion of asset retirement obligations | 0.2 | 0.3 | 0.3 |
| % change | +10% | +10% | |
| Changes in operating assets and liabilities | |||
| Accounts receivable | 12.6 | -13.4 | 6.9 |
| % change | -207% | +151% | |
| Inventories | 4.4 | 0.3 | 12.5 |
| % change | -93% | +3,950% | |
| Other receivables | 1.5 | 0.0 | -5.7 |
| % change | -97% | -14,890% | |
| Other assets | 0.0 | 0.0 | 0.0 |
| % change | -71% | -100% | |
| Prepaid expenses and other current assets | -0.2 | -0.7 | 0.4 |
| % change | -288% | +151% | |
| Accounts payable | -9.2 | 8.7 | -4.8 |
| % change | +195% | -155% | |
| Accounts payable, related party | -5.4 | -7.5 | -4.7 |
| % change | -39% | +38% | |
| Accrued expenses and other current liabilities | 0.1 | 0.0 | 0.5 |
| % change | -88% | +7,914% | |
| Income taxes payable | -1.2 | -0.4 | 3.6 |
| % change | +65% | +943% | |
| ROU liabilities | -2.3 | -2.6 | -2.9 |
| % change | -12% | -12% | |
| Deferred tax liabilities | -0.3 | 0.4 | -2.0 |
| % change | +250% | -577% | |
| Net cash provided by operating activities | 22.2 | 6.5 | 32.4 |
| % change | -71% | +399% | |
| Investing activities | |||
| Purchases of property, plant and equipment | -19.2 | -7.7 | -4.2 |
| % change | +60% | +46% | |
| Net cash (used in) investing activities | -19.2 | -7.7 | -4.2 |
| % change | +60% | +46% | |
| Financing activities | |||
| Repayments of equipment financing | -3.4 | -8.3 | -5.5 |
| % change | -146% | +34% | |
| Payments of lease liabilities | -0.3 | -0.3 | -0.3 |
| % change | -9% | -0% | |
| Net cash provided by (used in) financing activities | -3.6 | -8.5 | 2.9 |
| % change | -137% | +133% | |
| Net change in cash and cash equivalents | -0.7 | -9.8 | 31.1 |
| % change | -1,389% | +418% | |
| Cash and cash equivalents, and restricted cash, beginning of year | 25.9 | 25.2 | 15.5 |
| % change | -3% | -39% | |
| Cash and cash equivalents, and restricted cash, end of year | 25.2 | 15.5 | 46.5 |
| % change | -39% | +201% | |
| Supplemental disclosures of cash flow information | |||
| Cash paid for interest | 2.3 | 1.8 | 1.6 |
| % change | -20% | -15% | |
| Cash paid for income taxes | 6.1 | 2.7 | 2.1 |
| % change | -55% | -23% | |
| Supplemental disclosures of non-cash activities | |||
| ROU assets obtained in exchange for financing lease liability | -1.1 | 0.0 | 0.0 |
| % change | +100% |
The people
Executive officers and directors as the filing lists them.
| Name | Role | Age | Page |
|---|---|---|---|
| Youngseok Park | Chief Executive Officer, Chief Financial Officer, Executive Director and Secretary | 51 | p.76 |
| Jiyoun Lee | Executive Director | 54 | p.76 |
| Terence Mak | Independent Director Nominee and Chairman of Audit Committee | 39 | p.76 |
| Seokho Lee | Independent Director Nominee and Chairman of Compensation Committee | 49 | p.76 |
| Chan Yui Kwan, Martin | Independent Director Nominee and Chairman of Nomination Committee | 31 | p.76 |
The offer and the flags
- Listing
- The Nasdaq Global Market cover
- Ticker
- not found
- Lead underwriters
- not found
- Lock-up
- not found
- Employees
- not found
- Risk headings
- 47
- Auditor
- TAAD, LLP p.F-2
- Use of proceedsWe estimate that the net proceeds to us from this offering will be approximately US$23.9 million (or approximately US$30.7 million if the Underwriter exercises in full their Over -allotment Option to purchase up to 375,000 additional shares of Common Stock), after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us. We intend to use the net proceeds of this offering as follows: • approximately 25%, or approximately US$5.97 million (or approximately US$7.69 million if the underwriters exercise the over -allotment option in full), of net proceeds of this offering for the acquisition of a company on the East Coast to support the expansion of our business. p.25
- DividendsWe have never declared or paid cash dividends on our Common Stock. We intend to retain all available funds and any future earnings for use in the operation of our business and do not anticipate paying any cash dividends on our capital stock in the foreseeable future. p.28
- NumbersProfit not turning into cash in 2025 p.F-6
- ControlA controlled company under exchange rules p.7 p.9 p.22 p.77
- TrustEmerging growth company cover
Patterns from past IPO reads that fired on this filing. Each is a page to read, not a verdict.
What changed in the latest version
Between the filings of 28 October 2026 and 6 November 2026, sentence by sentence, the sections that changed most.
| Section | Added | Reworded | Removed | Sentences |
|---|---|---|---|---|
| Cover and front pages | 0 | 5 | 0 |
The risks it lists first
The filing lists 47 risk headings. The first 8, in its own words:
- We have a limited operating history which makes evaluating our business and future prospects difficult. p.10
- Our business strategy may not be successfully implemented, which could negatively impact our financial results and stock price. p.10
- Our future growth is largely dependent upon our ability to develop new technologies that achieve market acceptance or correctly anticipate regulatory changes. p.10
- We have experienced and may in the future experience significant delays in the design, manufacturing of our products. p.10
- We have limited ability to accurately make plans for our production, which may result in carrying excess and obsolete raw material inventory. p.11
- Failures or delays in the design, validation, and implementation of complex tooling for new or refreshed vehicle models could disrupt our production and harm our relationship with our major customer. p.11
- We rely on a limited number of suppliers, including significant reliance on our parent company and affiliates, for critical raw materials. Any disruption in this concentrated supply chain could materially and adversely affect our production and business operations. p.11
- We rely on a major customer for substantially all of our revenue. The loss of this customer, or any significant reduction in their order volume, would have a material adverse effect on our business, financial condition, and results of operations. p.12
When did Simwon America file its S-1?
Simwon America filed its first registration statement, a S-1, on 9 October 2026, and its latest version, a S-1/A, on 6 November 2026.
What does Simwon America's S-1 say about revenue?
Revenue fell 13% in FY26. Only 2 audited years exist; stay humble about calling a trend. Across the audited years it went from $373M in FY25 to $324M in FY26. The filing reports no segment split, so growth cannot be checked business by business.
Who controls Simwon America after the IPO?
Simwon America has one class of common stock with one vote a share, so a holder's share of the vote is its share of the company.
The filing itself
- S-1 filed 9 October 2026: the filing on SEC EDGAR
- S-1/A filed 28 October 2026: the filing on SEC EDGAR
- S-1/A filed 6 November 2026: the filing on SEC EDGAR
Read 11 November 2026, 13:45 from SEC EDGAR. Information from a public filing, not advice.