HeartCore Signs 15th Go IPO Contract

Rhea-AI Summary

HeartCore Enterprises has secured its 15th Go IPO consulting contract with tmsuk Co. Ltd., marking its first Go IPO agreement of the year. The deal includes $500,000 in fees and a warrant to acquire 3% of tmsuk's capital stock. The warrant requires shareholder approval within 90 days, with provisions for an alternative arrangement if not approved. HeartCore's Go IPO service assists Japanese companies in listing on the Nasdaq by providing comprehensive support including underwriter selection, document translation, accounting standards conversion, and S-1/F-1 filing preparation. CEO Sumitaka Kanno expressed cautious optimism about the IPO pipeline, noting ongoing client discussions and plans to expand into South Korea with a seminar scheduled for September 2025.

Positive

• Secured 15th Go IPO contract with $500,000 in fees plus 3% equity warrant
• Expanding Go IPO services to South Korea market in September 2025
• Multiple clients approaching final stages of IPO process
• Growing pipeline of potential clients despite market uncertainty

Negative

• Warrant issuance subject to shareholder approval with uncertainty
• Ongoing uncertainty in IPO market conditions

Insights

Financial Analyst

HeartCore secured 15th Go IPO client worth $500,000 plus 3% equity warrant; signals business growth despite challenging IPO market.

HeartCore's latest $500,000 Go IPO consulting agreement with tmsuk represents a meaningful revenue event for a company with a modest market capitalization. The additional 3% equity warrant in tmsuk could potentially deliver significant upside if tmsuk successfully lists on Nasdaq.

This marks HeartCore's first Go IPO contract of 2025, which suggests some slowdown in this business line compared to previous performance. The CEO's characterization of remaining "cautiously optimistic" about the pipeline while acknowledging "ongoing uncertainty of the IPO market" indicates measured expectations for this revenue stream.

The planned expansion to South Korea in September 2025 represents a strategic geographic diversification beyond Japan, potentially opening a new market for growth. This could help mitigate risk from any single market slowdown.

The reference to "a few clients nearing the final stages of their IPO process" signals potential near-term revenue recognition events, as HeartCore typically receives portions of compensation at different milestones.

The contract structure—combining upfront fees with equity participation—exemplifies HeartCore's business model of aligning interests with clients while securing immediate revenue. The warrant provision includes protection mechanisms to ensure HeartCore receives equivalent value if shareholder approval isn't obtained.

This announcement demonstrates HeartCore's continued execution in its Go IPO consulting vertical despite challenging market conditions, while simultaneously working to expand its geographical reach.

NEW YORK and TOKYO, June 03, 2025 (GLOBE NEWSWIRE) -- HeartCore Enterprises, Inc. (Nasdaq: HTCR) (“HeartCore” or the “Company”), a leading enterprise software and data consulting services company based in Tokyo, announced that it has signed an agreement (“Consulting Agreement”) with tmsuk Co. Ltd. (“tmsuk”) for its 15^th Go IPO consulting service win.

As compensation for its services, tmsuk will pay HeartCore an aggregate of $500,000 in fees, and issue to HeartCore a warrant to acquire 3% of tmsuk’s capital stock, on a fully diluted basis. The warrant, which is fully earned, vested, and non-returnable, may be subject to approval by tmsuk’s shareholders; if such approval is not obtained, and the warrant is not issued, within 90 days, the parties agreed to cooperate to agree on an alternative arrangement of equivalent value and rights.

“Even with the ongoing uncertainty of the IPO market, we continue to see steady interest in our Go IPO services from Japanese growth companies,” said HeartCore CEO Sumitaka Kanno. “With our first Go IPO contract secured for the year, we remain cautiously optimistic about our pipeline and are actively engaged in several early-stage discussions with other companies exploring a U.S. exchange listing. In September 2025, we will host our first South Korea Go IPO seminar, aimed at expanding Go IPO’s presence beyond Japan and adding to our growing pipeline. With a few clients nearing the final stages of their IPO process, we look forward to guiding them through to completion this year.”

As part of the Consulting Agreement, HeartCore agreed to assist tmsuk in its efforts to go public and list on the Nasdaq Stock Market (“Nasdaq”). Through Go IPO, the Company services clients by assisting throughout the underwriter, audit, and legal firm hiring process, translating requested documents into English, assisting in the preparation of documentation for internal controls required for an initial public offering or de-SPAC or other fundamental transactions, conversion of accounting data from Japanese standards to U.S. GAAP, creation of an English web page, preparation of an investor presentation and executive summary of the Company’s operations, provision of providing general support services, assisting in the preparation of an S-1 or F-1 filing, and more.

About HeartCore Enterprises, Inc.
Headquartered in Tokyo, Japan, with offices in New York and San Francisco, CA, HeartCore is a leading enterprise software and consulting services company. HeartCore offers Software as a Service (SaaS) solutions to enterprise customers in Japan and worldwide. The Company also provides data analytics services that allow enterprise businesses to create tailored web experiences for their clients through best-in-class design.

HeartCore’s customer experience management platform (CXM Platform) includes marketing, sales, service and content management systems, as well as other tools and integrations, which enable companies to enhance the customer experience and drive engagement. HeartCore also operates a digital transformation business that provides customers with robotics process automation, process mining and task mining to accelerate the digital transformation of enterprises.

HeartCore’s Go IPO^SM consulting services helps Japanese-based companies go public in the U.S.

Additional information about the Company's products and services is available at https://heartcore-enterprises.com/.

Forward-Looking Statements
All statements other than statements of historical facts included in this press release are forward-looking statements. In some cases, forward-looking statements can be identified by words such as “believed,” “intend,” “expect,” “anticipate,” “plan,” “potential,” “continue,” or similar expressions. Such forward-looking statements include risks and uncertainties, and there are important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors, risks, and uncertainties are discussed in HeartCore’s filings with the Securities and Exchange Commission. Investors should not place any undue reliance on forward-looking statements since they involve known and unknown, uncertainties and other factors which are, in some cases, beyond HeartCore’s control which could, and likely will materially affect actual results, and levels of activity, performance, or achievements. Any forward-looking statement reflects HeartCore’s current views with respect to future events and is subject to these and other risks, uncertainties, and assumptions relating to operations, results of operations, growth strategy, and liquidity. HeartCore assumes no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future. The contents of any website referenced in this press release are not incorporated by reference herein.

HeartCore Investor Relations Contact:
Gateway Group, Inc.
Matt Glover and John Yi
HTCR@gateway-grp.com
(949) 574-3860

FAQ

What is the value of HeartCore's (HTCR) 15th Go IPO contract with tmsuk?

The contract is valued at $500,000 in fees plus a warrant to acquire 3% of tmsuk's capital stock on a fully diluted basis.

What services does HeartCore (HTCR) provide through its Go IPO program?

HeartCore's Go IPO program assists with underwriter selection, document translation, accounting conversion to US GAAP, internal controls documentation, website creation, investor presentations, and S-1/F-1 filing preparation.

When is HeartCore (HTCR) expanding its Go IPO services to South Korea?

HeartCore plans to host its first South Korea Go IPO seminar in September 2025 to expand beyond the Japanese market.

How many Go IPO contracts has HeartCore (HTCR) secured in 2025?

The tmsuk agreement represents HeartCore's first Go IPO contract for 2025.

What happens if tmsuk shareholders don't approve HeartCore's (HTCR) 3% warrant?

If shareholder approval is not obtained within 90 days, the parties will cooperate to arrange an alternative of equivalent value and rights.