IPO - Baiya International Group Inc.

Form Type: 424B4

Filing Date: 2025-03-24

Corporate Action: Ipo

Type: New

Accession Number: 000101376225001683

Filing Summary: The document provides a prospectus for Baiya International Group Inc.'s initial public offering (IPO) of 2,500,000 Ordinary Shares at an initial offering price of $4.00 per share. Baiya International is an offshore holding company limited by liability incorporated in the Cayman Islands, conducting its operations in China through a variable interest entity (VIE), Shenzhen Gongwuyuan Network Technology Co., Ltd. The company highlights significant investment risks, advising potential investors to consider various risk factors, especially related to the VIE structure, regulatory concerns, and the potential impact of Chinese government actions on their operations and securities. The prospectus also addresses compliance with U.S. and PRC laws regarding overseas listing, cybersecurity reviews, and potential limitations imposed by the Holding Foreign Companies Accountable Act. Baiya signifies it has taken steps to fulfill regulatory requirements with the China Securities Regulatory Commission (CSRC) for its listing in the U.S.

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Form Type: 8-A12B

Filing Date: 2025-03-06

Corporate Action: Ipo

Type: New

Accession Number: 000121390025021252

Filing Summary: Baiya International Group Inc. is registering its ordinary shares with a par value of $0.0001 per share to be listed on The Nasdaq Stock Market LLC under the trading symbol 'BIYA'. This registration falls under Section 12(b) of the Securities Exchange Act of 1934. The registration is effective under General Instruction A.(c). The securities are part of a Registration Statement on Form F-1 (File No. 333-275232) originally filed on October 31, 2023. No exhibits are required as no other securities are registered on The Nasdaq Stock Market LLC. The registration statement was signed by Siyu Yang, the Chief Executive Officer and Director, on March 6, 2025.

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Form Type: CORRESP

Filing Date: 2025-03-04

Corporate Action: Ipo

Type: New

Accession Number: 000121390025020209

Filing Summary: Baiya International Group Inc. requests the acceleration of the effective date of its Registration Statement on Form F-1, allowing it to become effective at 4:00 p.m., Eastern Time, on March 6, 2025. The company acknowledges its responsibilities under the Securities Act of 1933. They have provided contact information for their counsel, Lewis Brisbois Bisgaard & Smith LLP, for verification and confirmation of the event. The request is signed by Siyu Yang, the Chief Executive Officer of Baiya International Group Inc.

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Form Type: CORRESP

Filing Date: 2025-03-04

Corporate Action: Ipo

Type: Update

Accession Number: 000121390025020211

Filing Summary: Baiya International Group Inc. has filed a request for acceleration of the effective date of their Registration Statement on Form F-1, initially filed on October 31, 2023. The effective date is requested for 4:00 p.m. Eastern Time on Thursday, March 6, 2025, or as soon thereafter as practicable. The request indicates that reasonable steps will be taken to ensure adequate distribution of the preliminary prospectus to underwriters, dealers, and institutions prior to the effective time. Further, the prospective underwriters will comply with Rule 15c2-8 under the Securities Exchange Act of 1934.

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Form Type: F-1/A

Filing Date: 2025-02-05

Corporate Action: Ipo

Type: Update

Accession Number: 000121390025010191

Filing Summary: Baiya International Group Inc. filed Amendment No. 6 to its Form F-1 registration statement, updating the previous filings in relation to its Initial Public Offering (IPO). This amendment includes the consent of Kreit & Chui CPA, LLP as Exhibit 23.3, revisions to the Form of Underwriting Agreement with updated terms regarding the Lock-up Agreement that permits resale of certain shares under the Resale Prospectus. Additionally, it contains a request for waiver and representation under Item 8.A.4 of Form 20-F. The company confirms that no substantial alterations were made to the Registration Statement aside from these updates. The filing indicates a commitment to proceed with the offering as soon as practicable following the effective date.

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Form Type: CORRESP

Filing Date: 2024-09-20

Corporate Action: Ipo

Type: Update

Accession Number: 000121390024080765

Filing Summary: Baiya International Group Inc. submitted Amendment No. 2 to its Registration Statement on Form F-1 on September 10, 2024, which responds to comments from the SEC dated September 18, 2024. The amendment clarifies the contractual arrangements with the Variable Interest Entity (VIE) and the implications of PRC government regulations on the value of its shares. The company noted that its reliance on these arrangements may lead to liabilities and costs that differ from those associated with direct ownership. Additionally, the filing details the company's estimated proceeds from the offering of 2,500,000 shares at $5.00 each, totaling an expected net of approximately $10.36 million after underwriting discounts and offering expenses. The document specifies various costs related to the offering, highlighting the need for precise financial disclosures in compliance with SEC guidelines.

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Form Type: DRSLTR

Filing Date: 2022-11-14

Corporate Action: Ipo

Type: New

Accession Number: 000121390022072423

Filing Summary: Baiya International Group Inc. is submitting a draft registration statement on Form F-1 to the SEC for confidential review under the JOBS Act. The company confirms that it is an 'emerging growth company' and that its securities have not been previously sold under an effective registration statement. The registration relates to the initial public offering of the company’s ordinary shares.

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