IPO - Global Mofy AI Ltd

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Form Type: F-1

Filing Date: 2025-05-13

Corporate Action: Ipo

Type: New

Accession Number: 000121390025042680

Filing Summary: Global Mofy AI Limited has filed a Registration Statement on Form F-1 with the SEC on May 13, 2025, to conduct an initial public offering (IPO) of up to 12,225,964 Class A Ordinary Shares. This offering includes up to 10,195,504 Class A shares that may be issued upon exercise of warrants initially offered in a private placement completed on April 22, 2025. The shares will be sold by selling shareholders, with no proceeds expected to be received by Global Mofy AI from these sales. The company emphasizes that it operates as a Cayman Islands holding company, with its business conducted through subsidiaries located in China. This structure entails significant risks for investors, including regulatory uncertainties from PRC authorities regarding foreign ownership and compliance with U.S. listing requirements. Despite the completion of necessary filings with the China Securities Regulatory Commission (CSRC) in relation to the IPO, future regulatory actions could materially affect operations and the value of the shares. The last reported price of Class A shares was $2.59 as of May 5, 2025, and they are traded on the Nasdaq under the symbol 'GMM.' The document discusses potential risks related to operating within the regulatory frameworks of both China and the U.S., including cybersecurity reviews and audit inspection challenges. As an emerging growth company, Global Mofy AI has certain privileges regarding financial reporting, but it remains subject to extensive regulatory scrutiny.

Additional details:

Address: No. 102, 1st Floor, No. A12, Xidian Memory Cultural and Creative Town Gaobeidian Township, Chaoyang District, Beijing, 100000


Telephone Number: +86-10-64376636


Agent Service Address: Cogency Global Inc. 122 East 42nd Street, 18th Floor, New York, NY 10168


Agent Service Telephone Number: +1 (800) 221-0102


Private Placement Date: 2025-04-22


Class A Ordinary Shares Offered: 12225964


Class A Ordinary Shares Issuable Upon Warrants: 10195504


Corporate Structure: Cayman Islands holding company with operations conducted through PRC subsidiaries


Last Reported Price Per Share: 2.59


Traded On: Nasdaq

Symbol: GMM


Form Type: F-3

Filing Date: 2025-01-28

Corporate Action: Ipo

Type: New

Accession Number: 000121390025007550

Filing Summary: Global Mofy AI Ltd is filing a registration statement with the SEC on Form F-3 to offer securities, including Class A Ordinary Shares, share purchase contracts, warrants, debt securities, and more, up to an aggregate initial offering price of $100,000,000. This offering is intended to occur from time to time after this registration becomes effective. The company has a dual class structure of share capital, with Class A and Class B Ordinary Shares. There are 2,083,031 Class A and 848,203 Class B Ordinary Shares outstanding, reflecting a recent reverse share split intended to align with Nasdaq compliance requirements concerning minimum bid prices. Currently, Class A shares closed at $3.61 on January 24, 2025, showing a substantial price range over the past year. The document also details risks associated with regulatory changes in China, emphasizing the potential challenges of foreign ownership and cybersecurity regulations affecting their operations. Investors are hereby cautioned about the unique risks due to the holding company structure and the operational limits due to regulatory frameworks in China.

Additional details:

Approximate Date Of Commencement Of Proposed Sale: From time to time after the effective date of this registration statement


Authorized Share Capital Structure: Class A and Class B Ordinary Shares


Closing Price Per Share: $3.61


Aggregate Market Value Of Outstanding Shares: $7,340,123


Non Affiliates Public Float: 2,033,275 Class A Ordinary Shares


Minimum Bid Price Requirement Compliance Date: March 24, 2025


Reverse Share Split Ratio: 1-for-15


Last Reported Sale Price: $3.61


Filing Requirements Achieved: Yes


Chinese Government Regulatory Risks: Yes


Investor Warning: Do not hold direct equity interests in Chinese operating subsidiaries.


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