1、Table of ContentsAs filed with the U.S.Securities and Exchange Commission on June 30,2026.Registration No.333-UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON,D.C.20549FORM S-1REGISTRATION STATEMENTUNDERTHE SECURITIES ACT OF 1933FACTORIAL ENERGY INC.(Exact Name of Registrant as Specified in
2、 Its Certificate of Incorporation)Delaware369042-2967285(State or Other Jurisdiction ofIncorporation or Organization)(Primary Standard IndustrialClassification Code Number)(I.R.S.EmployerIdentification Number)805 Middlesex TurnpikeBillerica,MA 01821(617)315-9733(Address,Including Zip Code,and Teleph
3、one Number,Including Area Code,of Registrants Principal Executive Offices)Siyu HuangChief Executive Officer805 Middlesex TurnpikeBillerica,MA 01821(617)315-9733(Name,address,including zip code,and telephone number,including area code,of agent for service)Copies to:Jocelyn M.ArelJeffrey A.LetalienGoo
4、dwin Procter LLP620 Eighth AvenueNew York,NY 10018(212)813-8800Approximate date of commencement of proposed sale to the public:From time to time after the effective date of this Registration StatementIf any of the securities being registered on this Form are to be offered on a delayed or continuous
5、basis pursuant to Rule 415 under the Securities Act of 1933,as amended(the“SecuritiesAct”),check the following box:If this Form is filed to register additional securities for an offering pursuant to Rule 462(b)under the Securities Act,please check the following box and list the Securities Act regist
6、rationstatement number of the earlier effective registration statement for the same offering.If this Form is a post-effective amendment filed pursuant to Rule 462(c)under the Securities Act,check the following box and list the Securities Act registration statement number of theearlier effective regi