IPO - 3 E Network Technology Group Ltd

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Form Type: 424B4

Filing Date: 2025-01-10

Corporate Action: Ipo

Type: New

Accession Number: 000121390025002376

Filing Summary: 3 E Network Technology Group Limited is conducting a firm commitment initial public offering (IPO) of 1,250,000 Class A Ordinary Shares, priced at US$4.00 per share. The shares will be listed on the Nasdaq under the symbol 'MASK'. The company is incorporated in the British Virgin Islands and operates through subsidiaries in China. The prospectus outlines potential risks associated with the company's corporate structure, particularly regarding regulatory uncertainties in China that may impact its ability to control its subsidiaries. The company emphasizes the legal and operational challenges related to being based in China, including the potential for new laws or regulations affecting foreign investments and public offerings. Specific risks are highlighted, such as the potential for the PRC government to exert influence or impose restrictions that could materially affect operations and the value of the shares. Additionally, the document discusses the implications of the U.S. Holding Foreign Companies Accountable Act, which could affect the trading of its securities if regulatory compliance is not met. Overall, the offering appears to be strategically positioned amidst a volatile regulatory environment.

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Additional details:

Class A Ordinaries Offered: 1250000


Initial Public Offering Price: 4


Listing Exchange: Nasdaq


Symbol: MASK


Form Type: 8-A12B

Filing Date: 2025-01-07

Corporate Action: Ipo

Type: New

Accession Number: 000121390025001520

Filing Summary: 3 E Network Technology Group Limited is registering its Class A ordinary shares, par value $0.0001 per share, with The Nasdaq Stock Market LLC. This registration is pursuant to Section 12(b) of the Securities Exchange Act of 1934. The registration statement referenced is the Form F-1 originally filed on December 21, 2023, with any subsequent amendments and prospectuses incorporated by reference. The document confirms that there are no other securities registered on The Nasdaq Stock Market LLC, and hence no additional exhibits are required. The registration statement has been duly authorized and signed by Tingjun Yang, Co-Chief Executive Officer of the company, on January 7, 2025.

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Additional details:

Title Of Each Class To Be Registered: Class A ordinary share


Name Of Each Exchange: The Nasdaq Stock Market LLC


Securities Act Registration Statement File Number: 333-276180


Address Of Principal Executive Offices: B046 of Room 801, 11 Sixing Street Huangge Town, Nansha District Guangzhou, Guangdong Province, PRC


Registrant Name: 3 E Network Technology Group Limited


Form Type: F-1MEF

Filing Date: 2025-01-07

Corporate Action: Ipo

Type: New

Accession Number: 000121390025001680

Filing Summary: This document is a Registration Statement filed under Form F-1 for 3 E Network Technology Group Limited. Filed with the SEC on January 7, 2025, the registration aims to increase the number of Class A Ordinary Shares offered. This offering constitutes an increase of no more than 20% of the aggregate offering price initially set forth in the previously filed Registration Statement (File No. 333-276180) on December 21, 2023. The registration statement indicates that 3 E Network Technology Group Limited is classified as an emerging growth company. The effective date is upon filing with the SEC, under Rule 462(b). The document includes various consents and an opinion regarding the validity of the shares being registered. Major points in the filing include the company’s incorporation in the British Virgin Islands, the address of its principal executive offices in China, and the details of its agents for service of process in the U.S. The document indicates compliance with relevant securities regulations and outlines the signatures of key executives authorizing the filing.

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Additional details:

Exact Name Of Registrant: 3 E NETWORK TECHNOLOGY GROUP LIMITED


State Of Jurisdiction Incorporation: British Virgin Islands


Address Of Principal Executive Offices: B046 of Room 801, 11 Sixing Street Huangge Town, Nansha District Guangzhou, Guangdong Province, PRC


Agent For Service Name: Cogency Global Inc.


Agent For Service Address: 122 East 42nd Street, 18th Floor New York, NY 10168


Effective Registration No: 333-276180


Agent For Service Contact: +86-020-343-29249


Emerging Growth Company: true


Principal Executive Officer: Ye Tao


Co Ceo: Tingjun Yang


Cfo: Hailiang Jia


Form Type: CORRESP

Filing Date: 2024-12-20

Corporate Action: Ipo

Type: Update

Accession Number: 000121390024111081

Filing Summary: 3 E Network Technology Group Ltd formally requested the acceleration of the effectiveness of their Registration Statement on Form F-1, as amended (File No. 333-276180), which is intended for a proposed public offering. The company has asked for this registration statement to become effective at 4:30 p.m. Eastern Time on December 20, 2024, or as soon thereafter as practicable. This request indicates the company's acknowledgment of its responsibilities under the Securities Act concerning the proposed offering of securities.

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Additional details:

Registration Statement File Number: 333-276180


Effective Time: 2024-12-20T16:30:00Z


Company Representative Name: Tingjun Yang


Company Representative Title: Co-Chief Executive Officer


Form Type: CORRESP

Filing Date: 2024-12-20

Corporate Action: Ipo

Type: New

Accession Number: 000121390024111132

Filing Summary: 3 E Network Technology Group Limited is requesting the acceleration of the effective date of its Registration Statement on Form F-1 (File No. 333-276180) for a public offering of Class A ordinary shares. The request is for the Registration Statement to be declared effective on December 20, 2024, at 4:00 p.m. Eastern Time. The underwriter, Craft Capital Management LLC, affirms its awareness of obligations under the Securities Act and compliance with distribution rules related to the preliminary prospectus for the offering.

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Additional details:

Registration Statement Number: 333-276180


Share Class: Class A ordinary shares


Offering Type: public offering


Par Value: $0.0001


Underwriter: Craft Capital Management LLC


Underwriter Contact: Stephen Kiront


Underwriter Title: Chief Operating Officer


Form Type: CORRESP

Filing Date: 2024-12-13

Corporate Action: Ipo

Type: Update

Accession Number: 000121390024108842

Filing Summary: 3 E Network Technology Group Limited has submitted a response letter to the SEC regarding comments on its Amendment No. 4 to the Registration Statement on Form F-1, filed December 4, 2024. The company is concurrently filing Amendment No. 5 to address these comments. Key points discussed include the recalculation of the net tangible book value before and after the IPO. The adjusted net tangible book value was reported as $1,215,543 before the offering, translating to $0.12 per Class A Ordinary Share. After the contemplated sale of 1,200,000 Class A Ordinary Shares, the pro forma adjusted net tangible book value was indicated to be $6,281,048, or $0.56 per Class A Ordinary Share, excluding certain estimated costs. The submission reflects compliance with SEC requests for clarification on these financial figures and commitments to amend relevant disclosures in future filings.

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Additional details:

Dilution Adjusted Net Tangible Book Value Before Ipo: $1,215,543


Dilution Adjusted Net Tangible Book Value Per Share Before Ipo: $0.12


Dilution Adjusted Net Tangible Book Value After Ipo: $6,281,048


Dilution Adjusted Net Tangible Book Value Per Share After Ipo: $0.56


Deferred Ipo Costs Excluded Before Ipo: $1,520,975


Offering Expenses Excluded After Ipo: $2,455,470


Form Type: CORRESP

Filing Date: 2024-07-01

Corporate Action: Ipo

Type: Update

Accession Number: 000121390024057890

Filing Summary: The document is a response from 3 E Network Technology Group Ltd to the U.S. Securities and Exchange Commission regarding Amendment No. 1 to their Registration Statement on Form F-1, originally filed on January 19, 2024. This amendment retroactively reflects a share split executed on January 3, 2024, addressing comments from the SEC staff. Adjustments have been made to share and per share amounts throughout the filing, with specific revisions noted on pages 69, 70, 71, 117, and F-38. The company expresses appreciation for the SEC's assistance and invites further questions through their counsel.

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Additional details:

Capitalization: revised to reflect the split on all share and per share amounts


Share Split Date: 2024-01-03


Counsel Name: Jinhua (Anna) Wang, Esq.


Counsel Firm: Robinson & Cole LLP


Contact Number: (212) 451-2942


Ceo Name: Ye Tao


Form Type: CORRESP

Filing Date: 2023-12-20

Corporate Action: Ipo

Type: Update

Accession Number: 000121390023097419

Filing Summary: On December 20, 2023, 3 E Network Technology Group Ltd submitted an amendment in response to comments from the SEC regarding its Draft Registration Statement on Form F-1 filed on December 7, 2023. The amendment addresses various SEC comments outlining the company's dual class share structure, the voting rights of each class, the expected timeline for a forward share split on or about December 29, 2023, and responses to inquiries about regulatory requirements from the CSRC. Specific revisions were made on the cover page and sections regarding capitalization and voting rights to comply with SEC recommendations and clarify the company's position regarding regulatory obligations. The company confirmed that it has not received any formal objections regarding the offering and will update disclosures to reflect the share split across all relevant filings before the effective date.

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Additional details:

Comment Number: 1

Comment Text: disclose on the cover page that you have a dual class share structure and that holders of Class A ordinary shares and holders of Class B ordinary shares will have different voting rights


Comment Number: 2

Comment Text: disclose whether you believe that you are required to complete filing procedures with the CSRC pursuant to the requirements of the Trial Measures


Expected Split Date: 2023-12-29

Comment Number: 3

Comment Text: confirm that all disclosures throughout the filing will retroactively reflect the impact of the split on all share and per share amounts


Comment Number: 4

Comment Text: discuss the circumstances in which the two classes vote together and the circumstances they will be entitled to separate class vote under the law and under your charter


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