IPO - Chanson International Holding

Form Type: 424B4

Filing Date: 2025-06-16

Corporate Action: Ipo

Type: New

Accession Number: 000121390025054515

Filing Summary: Chanson International Holding is conducting an initial public offering (IPO) of 16,000,000 units, each unit comprising one Class A Ordinary Share or a Pre-Funded Warrant in lieu thereof, along with Series A and Series B Warrants. The expected offering price is approximately $0.50 per unit. The units have no stand-alone rights and will be offered at an assumed price, with a cumulative potential of 107,000,000 Class A Ordinary Shares registered for underlying warrants. The Series A and Series B Warrants have exercise prices set at $0.525 and come with further conditions for exercise based on regulatory requirements. The offering is expected to close on or about June 16, 2025, without a minimum offering requirement, posing risks of lower than anticipated proceeds. Furthermore, Chanson is structured as a Cayman Islands holding company conducting operations through subsidiaries and Variable Interest Entities (VIEs) in China, potentially facing legal and regulatory risks regarding foreign investments in these entities. The placement agent for the offering is Univest Securities, LLC, with total fees defined in the prospectus. Lastly, investment risks pertaining to changes in PRC laws and the potential impact of the Holding Foreign Companies Accountable Act are highlighted as significant factors affecting the offering.

Form Type: F-1/A

Filing Date: 2025-06-09

Corporate Action: Ipo

Type: Update

Accession Number: 000121390025052298

Filing Summary: Chanson International Holding filed Amendment No. 2 to its Form F-1 registration statement under the Securities Act of 1933 to offer up to 25,000,000 Units, including Class A Ordinary Shares or Pre-Funded Warrants, as well as Series A and Series B Warrants. The estimated initial public offering price is $0.50 per Unit, with a maximum offering value of 125,000,000 Class A Ordinary Shares underlying various warrants. The offering aims to raise funds for business expansion without any established minimum requirement for proceeds, subjecting investors to risks if insufficient securities are sold. There are inherent risks associated with its structure as a holding company operating through VIEs in China, impacting foreign investment. Recent regulatory changes in China may also affect its ability to list overseas, making the offering uncertain. Chanson is categorized as an emerging growth company, requiring reduced reporting requirements. The company does not expect to distribute dividends or earnings in the foreseeable future.

Form Type: F-1/A

Filing Date: 2025-05-30

Corporate Action: Ipo

Type: Update

Accession Number: 000121390025049116

Filing Summary: Chanson International Holding is conducting an offering of up to 25,000,000 Units on a best-efforts basis, with each Unit consisting of one Class A Ordinary Share or a Pre-Funded Warrant, along with one Series A Warrant and one Series B Warrant. The offering price is assumed initially to be $0.50 per Unit. Additionally, up to 125,000,000 Class A Ordinary Shares underlying the Pre-Funded and Series A and B Warrants are being registered. Units can be separated into individual components immediately upon issuance. Notably, holders of Pre-Funded Warrants will face strict ownership limitations to prevent exceeding a beneficial ownership threshold. The document outlines the issuer as an emerging growth company under the Securities Act of 1933, which subjects it to reduced financial reporting obligations. The Class A Ordinary Shares are listed on The Nasdaq Capital Market under the symbol 'CHSN'. Proceeds from this offering are uncertain due to no minimum condition for closing, potentially affecting operational financing. The risks associated with the Chinese market, regulatory scrutiny, and VIE structure as it pertains to foreign investment are significant concerns highlighted in the filing. Investors may be subject to risks related to changing regulations and oversight by Chinese authorities that could impact the company's operations and equity structure.

Form Type: F-1

Filing Date: 2025-05-19

Corporate Action: Ipo

Type: New

Accession Number: 000121390025045464

Filing Summary: Chanson International Holding has filed a registration statement under the Securities Act of 1933 to offer up to 25 million Class A Ordinary Shares, along with other securities including Pre-Funded Warrants and Series A and B Warrants. The registration statement indicates a best-efforts offering at an assumed IPO price of $0.50 per Unit. The company is positioned as an emerging growth entity and is conducting operations primarily through its subsidiaries in China and entities known as Variable Interest Entities (VIEs). The document outlines details regarding the securities being offered, potential risks associated with the VIE structure, and implications of Chinese regulations on foreign investments. Moreover, the filing emphasizes that no dividends are anticipated in the foreseeable future as profits will be retained for business expansion. The placement agent for this offering is Univest Securities, LLC, which will assist in selling the securities but is not obligated to purchase any. The document also highlights the lack of a public market for the offered warrants and the risks associated with potential regulatory changes impacting the company, including compliance with the Holding Foreign Companies Accountable Act. The primary operations and financial health are governed under U.S. GAAP, and the company aims to navigate the intricate landscape of regulatory compliance while seeking to mobilize funds from investors.

Form Type: DRS

Filing Date: 2025-04-10

Corporate Action: Ipo

Type: New

Accession Number: 000121390025030665

Filing Summary: Chanson International Holding is filing a draft registration statement for an initial public offering (IPO) with the U.S. Securities and Exchange Commission (SEC) on April 10, 2025. The company plans to offer up to 100,000,000 Class A Ordinary Shares and corresponding warrants. The Units will consist of one Class A Ordinary Share and one Warrant, or alternatively, a Pre-Funded Warrant. The offering price is set at an assumed $0.20 per Unit with a warrant exercise price of $0.24. This offering accommodates the purchase of Pre-Funded Warrants for investors exceeding specific ownership thresholds. The prospectus highlights the risks associated with operating in China and the implications of recent regulatory changes. The company intends to utilize proceeds from the offering for business expansion and has acknowledged that investors might not receive refunds if the offering does not meet its financial goals. As an emerging growth company, Chanson will have reduced public company reporting requirements and remains subject to significant legal and operational risks due to its dependence on the Variable Interest Entity (VIE) structure for its operations in China.