Advasa Holdings, Inc.

Advasa Holdings, Inc., a Delaware holding company formed on February 4, 2025, owns 96.6% of Advasa Co., Ltd., a Japanese fintech firm providing the patented 'FUKUPE' Earned Wage Access (EWA) platform. FUKUPE enables employees to access earned wages in real-time via mobile wallets, prepaid cards, or bank transfers, integrating seamlessly with employers' HR and payroll systems without operational burden on employers. The platform is supported by nine issued patents in the US, Japan, and South Korea, with filings in 16 jurisdictions, and generates revenue from EWA services, subscriptions, and software maintenance. For fiscal years ended March 31, 2025 and 2024, revenues were $10.0 million and $10.5 million, with net income of $1.2 million and net loss of $33,000. For nine months ended December 31, 2025 and 2024, revenues were $11.5 million (up 80.5%) and $6.4 million, with net income of $2.7 million and net loss of $90,000. As of December 31, 2025, cash was $158,000, working capital $17.2 million, and accumulated deficit $10.7 million. This S-1/A registers 485,469,380 shares of common stock for resale by existing stockholders via direct listing on Nasdaq Global Market under symbol 'ADBT', with no proceeds to the company. The direct listing aims to provide liquidity to shareholders while leveraging the company's established Japanese operations, patent portfolio, and expansion plans into Indonesia and UAE, positioning it in the growing EWA market amid global demand for flexible payroll solutions.

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