IPO - AoChuang Holdings, Inc.

Form Type: F-1/A

Filing Date: 2025-05-02

Corporate Action: Ipo

Type: New

Accession Number: 000121390025039176

Filing Summary: AoChuang Holdings, Inc., a Cayman Islands exempted company, is filing an amendment to its registration statement under the Securities Act of 1933 for an initial public offering (IPO) of 1,250,000 Ordinary Shares. The preliminary offering price is projected to be between $4.00 and $6.00 per share. Following the IPO, the company will have either 35,250,000 or 35,437,500 Ordinary Shares outstanding, depending on the underwriters' exercise of their over-allotment option. The majority of shares will be controlled by Chairman Yuan Liu, who will own 96.45% if the over-allotment is not exercised. The company is classified as an 'emerging growth company' under U.S. federal securities laws, allowing them to benefit from reduced reporting requirements. Importantly, no public market exists for the Ordinary Shares yet and the offering is contingent on Nasdaq's approval for listing under the symbol 'ANE'. The prospectus outlines the company's structure and operations in China through its subsidiary, Hainan Aochuang New Energy Development Co., Ltd., emphasizing that investors in AoChuang will not hold equity interests in PRC operating subsidiaries directly. Moreover, recent changes in regulatory structures governed by the PRC affect the company's ability to conduct business overseas and could disrupt operations. This amendment includes updated information regarding compliance with the China Securities Regulatory Commission and laws related to overseas listings, alongside the associated risks of regulatory changes. This financial structure carries the risk of reduced access to capital if auditors face inspection issues regarding PRC regulations, with the prospective impact on share value highlighted in risk factors of the document.