IPO - Basel Medical Group Ltd

Form Type: SCHEDULE 13G

Filing Date: 2025-04-30

Corporate Action: Ipo

Type: New

Accession Number: 000164117225006759

Filing Summary: Basel Medical Group Ltd reports significant beneficial ownership disclosures following its initial public offering (IPO). The document outlines that Rainforest Capital VCC holds a total of 10,174,579 ordinary shares, representing 54.2% ownership of the issuer. This ownership is divided across four subfunds. The document provides details on the reporting persons, including Mengli Chen and Keng Leong Fung, both of whom control shares in the issuer and hold directorial positions. The total ordinary shares reported as outstanding amount to 18,785,750, following the full exercise of an overallotment option by underwriters. Additionally, the document highlights the joint filing agreement among the reporting persons.

Form Type: 424B4

Filing Date: 2025-02-25

Corporate Action: Ipo

Type: New

Accession Number: 000149315225008234

Filing Summary: Basel Medical Group Ltd is conducting an initial public offering (IPO) of 2,205,000 ordinary shares with an offering price of US$4.00 per share, which aims to raise between US$8,820,000 and US$10,143,000, depending on the exercise of underwriters' options. In conjunction with this offering, up to 2,000,000 ordinary shares may be offered by existing Selling Shareholders without proceeds to the company. Rainforest Capital VCC will own 55.1% of the shares post-offering, marking the firm as a controlled company under Nasdaq rules. This prospectus outlines the company’s mission to provide patient-centered care, innovative treatments, and expanded healthcare access, targeting growth across Southeast Asia over the next few years through acquisitions and collaborations. Furthermore, Basel Medical is categorized as an emerging growth company and foreign private issuer, which allows them various exemptions from typical public company reporting requirements. The underwriters, Cathay Securities, Inc. and Revere Securities LLC, are set to facilitate the offering, with delivery of shares scheduled for February 26, 2025.

Form Type: 424B4

Filing Date: 2025-02-25

Corporate Action: Ipo

Type: New

Accession Number: 000149315225008235

Filing Summary: Basel Medical Group Ltd is offering up to 2,000,000 ordinary shares for sale by selling shareholders, with an initial public offering price set at US$4.00 per share. These sales will occur at this price until the shares are listed on Nasdaq, after which they will be sold at prevailing market prices. The company expects to receive approximately US$6,214,940 from the IPO, which would increase to US$7,432,100 if the underwriters fully exercise their over-allotment option. Following the IPO, Rainforest Capital VCC will control approximately 55.1% of the voting power. Basel Medical, incorporated in the British Virgin Islands, is identified as a foreign private issuer and an emerging growth company, thus qualifying for reduced reporting requirements. The management emphasizes a mission focused on patient-centered care, innovation, global accessibility, and continuous improvement, targeting regional expansion in the health care market across Southeast Asia within the next few years. Risks associated with the offering are highlighted, particularly those inherent to their operational structure and reliance on key personnel and relationships.

Form Type: CORRESP

Filing Date: 2025-02-14

Corporate Action: Ipo

Type: New

Accession Number: 000149315225006746

Filing Summary: Basel Medical Group Ltd has submitted a request for the acceleration of the effectiveness of their Registration Statement on Form F-1, which is related to an initial public offering (IPO). The company is seeking to have the Registration Statement become effective at 4:00 p.m. Eastern Time on February 18, 2025, or as soon thereafter as practicable. The request was submitted according to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, and it includes a cover letter addressed to the U.S. Securities and Exchange Commission.

Form Type: CORRESP

Filing Date: 2025-02-14

Corporate Action: Ipo

Type: New

Accession Number: 000149315225006747

Filing Summary: Basel Medical Group Ltd is seeking to accelerate the effectiveness of its Registration Statement on Form F-1, which is aimed at facilitating its initial public offering (IPO). The request for acceleration is made through a correspondence filed with the U.S. Securities and Exchange Commission (SEC), specifically requesting that the effective date of the registration statement be set for 4:00 p.m. Eastern Time on February 18, 2025. This acceleration request follows the distribution of the preliminary prospectus dated February 13, 2025, which has been disseminated to selected dealers and institutions to ensure adequate distribution. The correspondence confirms compliance with relevant SEC rules in connection with the IPO process.

Form Type: F-1/A

Filing Date: 2025-02-13

Corporate Action: Ipo

Type: New

Accession Number: 000149315225006287

Filing Summary: Basel Medical Group Ltd is pursuing an initial public offering (IPO) of 2,205,000 ordinary shares, which may increase to 2,535,750 shares if the over-allotment option is fully exercised. The shares will be listed on the Nasdaq Capital Market under the symbol 'BMGL'. The anticipated initial public offering price is between US$4.00 and US$5.00 per share, resulting in estimated gross proceeds of approximately US$8.82 million without the over-allotment option and up to US$10.14 million if fully exercised. The company emphasizes its focus on providing quality healthcare services, particularly in orthopedic and neurosurgery, and aims to expand its reach in Southeast Asia through acquisitions and collaborations. The offering does not involve proceeds from the sale of shares held by existing shareholders, and Basel Medical Group will not receive any funds from such sales. The company is classified as an 'emerging growth company', allowing it to benefit from reduced reporting requirements and maintain a significant degree of operational flexibility as it prepares for public trading.

Form Type: DRSLTR

Filing Date: 2024-06-21

Corporate Action: Ipo

Type: Update

Accession Number: 000149315224024645

Filing Summary: Basel Medical Group Ltd has filed an amendment to their Draft Registration Statement on Form F-1 submitted on May 8, 2024, in response to the SEC's comments. Key revisions include discussion on timelines for business expansion across Singapore and Southeast Asia, clarifications on client bases and revenue sources, and enhancements to disclosures regarding their competitive strengths and business structure. The company provided additional details on its growth strategies, including addressing the addressable market for orthopedic treatments and distinguishing among its corporate and individual clientele offerings. The letter emphasizes compliance with regulations regarding dormant entities and clarifies financial arrangements with related parties, indicating that Basel Medical Group expects to receive cash settlements post-IPO. This update also includes insights into trademarks and pending license renewals pertinent to their operational framework. Overall, the document highlights the company's strategic adjustments and forthcoming plans in relation to its initial public offering, as well as compliance steps taken regarding the SEC's inquiries.

Form Type: DRSLTR

Filing Date: 2024-05-08

Corporate Action: Ipo

Type: Update

Accession Number: 000149315224018234

Filing Summary: Basel Medical Group Ltd submitted Amendment No. 1 to Draft Registration Statement on Form F-1 in response to comments from the SEC regarding their initial filing on March 18, 2024. The letter outlines various amendments and clarifications made in response to the SEC's inquiries about the company's corporate organization, governance as a controlled company post-offering, geographic expansion strategies, risk factors associated with lease dependencies and cybersecurity, along with their plans regarding the usage of proceeds from the IPO, particularly in relation to potential mergers and acquisitions. The company confirmed no immediate acquisitions are probable and reiterated its approach towards managing professional malpractice insurance and risks of license expirations. Revisions were made to provide additional details on market strategies and corporate clients, as well as financial disclosures mandated under IFRS and IAS requirements, including revenue disclosures and the nature of government grants received. Information regarding the company's internal structure, growth prospects, business model, and competition was also refined, aiming to better inform potential investors.

Form Type: DRSLTR

Filing Date: 2024-03-18

Corporate Action: Ipo

Type: Update

Accession Number: 000149315224010234

Filing Summary: Basel Medical Group Ltd is submitting an amendment to the draft registration statement on Form F-1 to the Securities and Exchange Commission. This amendment includes information about the appointment of the underwriter for the initial public offering (IPO) and other related details. It is a confidential submission for nonpublic review as per Section 6(e) of the Securities Act of 1933. The company is addressing any comments or inquiries to their legal representatives, indicating active engagement in the IPO process.

Form Type: DRSLTR

Filing Date: 2024-02-09

Corporate Action: Ipo

Type: New

Accession Number: 000149315224005579

Filing Summary: Basel Medical Group Ltd has submitted a draft registration statement on Form F-1 for confidential review by the Securities and Exchange Commission. This registration is related to an initial underwritten public offering of the company’s ordinary shares, with the exact share amount yet to be determined. The company states that its securities have not been previously sold under an effective registration statement and confirms the intention to publicly file the registration statement at least 15 days prior to any road show related to this offering.