SARASOTA, Fla. - Trump Media & Technology Group Corp. (NASDAQ: DJT), operator of the social media platform Truth Social, announced today the filing of an amended registration statement with the U.S. Securities and Exchange Commission (SEC).
This filing pertains to the registration for resale or initial issuance of certain shares of common stock and warrants of the company, following the business combination with Digital World Acquisition Corp. on March 25, 2024.
The amended registration statement, which follows a re-audit of the company's financial statements for the years ended December 31, 2023, and December 31, 2022, is unchanged in the number of shares TMTG seeks to register from the original statement filed on April 15, 2024. The re-audit was conducted by independent auditor Semple, Marchal & Cooper LLP (SMC) in accordance with Public Company Accounting Oversight Board standards.
TMTG CEO Devin Nunes expressed gratitude towards SMC for their role in the re-audit and the subsequent filing of the amended registration statement. He also noted the company's anticipation of a prompt review by the SEC.
The securities included in the amended registration are held by existing security holders of TMTG. The company will not receive any proceeds from the sale or resale of these securities, except for any potential future cash exercise of outstanding warrants. The listing of individuals as selling security holders does not necessarily indicate that they will sell their shares.
The registration of securities does not imply immediate availability for sale. Current directors, officers, affiliate President Donald J. Trump, and certain other security holders of TMTG are under a lockup period or have restrictions preventing them from selling any shares at this time.
While the amended registration statement has been filed, it is not yet effective and is subject to further amendment and completion. Once effective, the prospectus included in the amended registration statement will be available from Broadridge Financial Solutions (NYSE:BR).
In other recent news, Trump Media & Technology Group, also known as TMTG, has reported a significant increase in net loss for the first quarter, totaling $327.6 million, a substantial rise from the previous year's loss of $210,300.
This wider loss has been attributed to certain non-cash expenses faced by the company prior to completing its merger with Digital World Acquisition Corp. Furthermore, TMTG reported a first-quarter operating loss of $12.1 million and a GAAP loss of $327.6 million due to the conversion of promissory notes before the merger.
In line with these financial developments, TMTG has moved to register shares of common stock and warrants for resale or initial issuance post-merger, as detailed in an amended registration statement filed with the U.S. Securities and Exchange Commission (SEC).
The company has also switched auditors from BF Borgers CPA PC to Semple, Marchal & Cooper LLP, following the former's ban by the SEC. This change has led to a delay in TMTG's financial reporting, with the company expressing its intention to file the overdue quarterly report within five days of the original due date.
In addition to these financial updates, TMTG has announced the completion of its live TV streaming platform's research and development phase, with plans to introduce the streaming content in phases.
InvestingPro Insights
The recent filing by Trump Media & Technology Group Corp. (NASDAQ: DJT) comes amidst a period of notable market activity for the company's stock. According to InvestingPro data, the company has experienced a slight decline of 0.01% in its 1-week total return, while the 1-month and 3-month price total returns have seen more significant drops of -3.37% and -4.11%, respectively. Despite these short-term downturns, DJT has managed a positive 1-year price total return of 5.82%, suggesting some resilience over a longer timeframe.
With the previous close at 15022.85 USD, investors and stakeholders are keeping a close watch on the company's performance, especially given the average daily volume over the last three months reaching 109.43 million. This level of trading activity indicates a strong interest in DJT shares, which could translate into significant movements post-registration statement effectiveness.
InvestingPro Tips indicate that shareholders should be aware of the potential for increased volatility around the time of the registration statement becoming effective. Moreover, with additional tips available on InvestingPro, interested investors can gain more in-depth insights into how to navigate the market changes associated with such corporate actions. There are currently 5 more InvestingPro Tips that can help shareholders make informed decisions.
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