IPO - Boqii Holding Ltd

Form Type: F-1/A

Filing Date: 2025-06-26

Corporate Action: Ipo

Type: Update

Accession Number: 000121390025058412

Filing Summary: Boqii Holding Limited filed Amendment No. 4 to its Registration Statement on Form F-1 on June 26, 2025. This amendment is an exhibits-only filing, comprising the explanatory note, amended items, and various exhibits related to the offering of securities. The amendment includes details about the class A ordinary shares registration and the involvement of legal firms for opinions on validity and tax matters. It outlines the exhibits such as the Eleventh Amended and Restated Memorandum and Articles, deposit agreements, and various agreements related to share ownership and consultancy. Additionally, it mentions the registrant's status as an emerging growth company under the Securities Act.

Form Type: F-1/A

Filing Date: 2025-06-17

Corporate Action: Ipo

Type: Update

Accession Number: 000121390025055214

Filing Summary: This document represents the third amendment to Boqii Holding Limited's registration statement under the Securities Act of 1933. Boqii is an emerging growth company based in the Cayman Islands, primarily operating through Variable Interest Entities (VIEs) in China. The registration pertains to the resale of 2 million American Depositary Shares (ADS), which correspond to 300 million Class A ordinary shares, by selling shareholders. Notably, Boqii will not receive any proceeds from these sales as they are aimed at enhancing market liquidity. The ADSs are presently traded on the NYSE American under the symbol 'BQ'. The offering is not being underwritten by any investment banks, and the Selling Shareholders will set the sale prices based on market conditions. The latest price before this filing was $2.09. The document articulates various risks associated with investing, primarily related to the implications of being a Cayman Islands holding company without direct operations in China, the complexities of the VIE structure, and evolving regulatory scrutiny by Chinese authorities over overseas listings. The risks outlined in this prospectus necessitate thorough consideration before potential investments. As per the proposed sale, Boqii Holding Limited does not plan to offer dividends in the near future, emphasizing the need for reinvestment into business expansion instead.

Form Type: F-1/A

Filing Date: 2025-05-30

Corporate Action: Ipo

Type: Update

Accession Number: 000121390025049081

Filing Summary: Boqii Holding Limited filed Amendment No. 2 to its Form F-1 registration statement with the SEC on May 29, 2025. This filing pertains to the proposed sale of 2,000,000 American Depositary Shares (ADSs), aggregating 300,000,000 Class A ordinary shares, by selling shareholders. As an emerging growth company, Boqii is leveraging exemptions from particular reporting requirements. The offering aims to enhance liquidity for its existing shareholders and facilitate trading in the United States. The prospectus outlines the company's operating model, primarily conducted through a variable interest entity (VIE) structure to navigate foreign investment regulations in China. The resultant risks, including potential regulatory scrutiny from PRC authorities on such structures, are discussed, emphasizing the uncertainty regarding future operations and securities value. The last reported closing price of the ADSs was $2.25 on May 7, 2025. None of the ADSs are being registered for sale by Boqii itself, and the proceeds will go entirely to the selling shareholders. The document provides insights into Boqii's business model, its significant online presence in China's pet market, and the various risks associated with investing in its offerings, particularly concerning regulatory environments and financial performance.

Form Type: F-1/A

Filing Date: 2025-05-09

Corporate Action: Ipo

Type: New

Accession Number: 000121390025041577

Filing Summary: Boqii Holding Limited filed an amendment to its Form F-1 registration statement for an initial public offering (IPO) with the U.S. Securities and Exchange Commission on May 9, 2025. The document details the offerings of 2,000,000 American Depositary Shares (ADSs), representing 300,000,000 Class A ordinary shares. The selling shareholders will benefit from the liquidity provided by this sale, without any proceeds going to Boqii itself. The document emphasizes the company’s operational structure as a Cayman Islands holding firm that conducts business primarily through variable interest entities (VIEs) and PRC subsidiaries. The filing makes clear the legal complexities related to foreign investment in Chinese companies, highlighting risks associated with U.S. regulatory requirements and restrictions on cash transfers from Chinese subsidiaries. The company identifies itself as an emerging growth company and outlines its vision to connect pet parents and enhance the pet ecosystem in China, while reporting significant losses in recent financial statements. The latest closing price for its ADSs was reported at $2.25 prior to the filing, and the document warns of the potential risks investors face due to the regulatory landscape affecting Chinese companies listed in the U.S.

Form Type: F-1

Filing Date: 2025-03-31

Corporate Action: Ipo

Type: New

Accession Number: 000101376225004315

Filing Summary: Boqii Holding Limited has filed a registration statement with the U.S. Securities and Exchange Commission (SEC) to register for an initial public offering (IPO) of 2,000,000 American Depositary Shares (ADSs), each representing 150 Class A ordinary shares, totaling 300,000,000 Class A ordinary shares. The filing indicates that no ADSs are being registered for sale by the company, as all net proceeds from the sale of the ADSs will go to the Selling Shareholders. The registrant identifies itself as an emerging growth company under the JOBS Act, and the prospectus warns of significant risks related to the business operations in China due to the unique regulatory environment and potential scrutiny from Chinese authorities. The document also addresses the risk concerning the SEC's increased scrutiny of overseas listings and potential implications under the Holding Foreign Companies Accountable Act. Boqii’s business model is focused on connecting pet parents in China with products and services, leveraging their extensive online community and partnerships with brand partners and physical pet stores. The last closing price of their ADSs on March 28, 2025, was $2.35. The prospectus generally highlights Boqii's commitment to fostering a pet ecosystem and outlines future strategies for growth and market expansion, emphasizing a) optimizing product mix, b) growing content offerings, c) developing a membership program, and d) enhancing the Boqii ecosystem.

Form Type: DRS

Filing Date: 2025-03-07

Corporate Action: Ipo

Type: New

Accession Number: 000101376225000225

Filing Summary: On March 6, 2025, Boqii Holding Limited submitted a draft registration statement under Form F-1 to the Securities and Exchange Commission (SEC) for the resale of 2,000,000 American Depositary Shares (ADSs), each representing 150 Class A ordinary shares. This registration is in connection with the company’s intention to facilitate a public offering of securities to enhance liquidity for shareholders. The ADSs are not being registered for sale by Boqii but rather by selling shareholders. The document outlines Boqii's business model, which operates primarily through a platform that serves the pet community in China, along with the company’s challenges and operational history. Notably, the ADSs currently trade on the New York Stock Exchange under the symbol 'BQ' with a closing price of $2.93 as of March 6, 2025. Boqii is identified as an emerging growth company, allowing it to take advantage of certain reporting exemptions. The filing indicates an effort to adapt to the growing demand in the pet market, focusing on a comprehensive ecosystem for pet products and services.