IPO - GOLDEN HEAVEN GROUP HOLDINGS LTD.
Form Type: 424B4
Filing Date: 2025-04-09
Corporate Action: Ipo
Type: New
Accession Number: 000121390025030322
Filing Summary: This prospectus relates to the resale by the selling shareholders of up to 74,800,000 Class A Ordinary Shares of Golden Heaven Group Holdings Ltd. These shares, with a par value of $0.005 per share, were initially issued in private placements. The company is not selling any shares and will not receive proceeds; all proceeds will go to the selling shareholders to enhance liquidity in the trading market. The shares are not underwritten by any investment bank and may be sold through various means including market transactions and negotiated sales. The company's shares currently trade on Nasdaq under the symbol 'GDHG' and were last priced at $4.36 on March 27, 2025. The document highlights the need for potential investors to be aware of a high degree of risk, detailing various regulatory and operational risks, particularly regarding their dealings in China and their corporate structure. It clarifies that shareholders will not be granted equity interests in Chinese operating entities, highlighting legal complexities associated with investments in these entities.
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Additional details:
Class A Ordinary Shares: 74,800,000
Par Value: $0.005
Trade Symbol: GDHG
Last Closing Price: $4.36
Filing Date: 2025-04-09
Registration No: 333-285647
Form Type: F-1/A
Filing Date: 2025-03-28
Corporate Action: Ipo
Type: Update
Accession Number: 000101376225003604
Filing Summary: Golden Heaven Group Holdings Ltd. has filed Amendment No. 1 to its Form F-1 registration statement with the Securities and Exchange Commission on March 28, 2025, for the proposed resale of up to 74,800,000 Class A Ordinary Shares by selling shareholders. These shares were initially issued in private placements and are being offered to enhance liquidity in the public trading market for the company's shares. Unlike in an initial public offering, the company itself will not receive any proceeds from this sale, as all proceeds will go to the selling shareholders. There is a focus on the potential risks involved in investing in these securities, including legal and regulatory risks associated with doing business in China and potential impacts from changes in U.S. laws regarding foreign companies. The filing indicates that the shares have not been registered for sale by the company but rather are being sold by existing shareholders. The last reported price for the Class A shares was $4.36 on March 27, 2025. The document emphasizes that investing carries risks and advises potential investors to consider these risks carefully before making investment decisions.
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Additional details:
Class A Ordinary Shares Offered: 74,800,000
Last Reported Closing Price: 4.36
Jurisdiction Incorporation: Cayman Islands
Principal Executive Address: No. 8 Banhouhaichuan Rd Xiqin Town, Yanping District Nanping City, Fujian Province, China 353001
Form Type: F-1
Filing Date: 2025-03-07
Corporate Action: Ipo
Type: New
Accession Number: 000121390025021773
Filing Summary: Golden Heaven Group Holdings Ltd. filed a registration statement under the Securities Act of 1933. This document pertains to the resale by selling shareholders of up to 70,000,000 Class A Ordinary Shares, par value $0.005 per share. These shares were issued in private placements and no shares are being registered for sale by the company itself, meaning the company will not receive proceeds from this offering. This move aims to enhance liquidity for the trading of the company's equity in the United States markets. The Class A Ordinary Shares are already trading under the symbol 'GDHG' on The Nasdaq Capital Market, with the last reported closing price being US$0.98 on March 6, 2025. Golden Heaven is recognized as both an emerging growth company and a foreign private issuer, which allows it to benefit from reduced public company reporting requirements. Significant risks include regulatory scrutiny in China and the impact of U.S. laws like the Holding Foreign Companies Accountable Act, which may threaten the trading status of foreign companies depending on auditors' oversight. The prospectus includes various risks and terms regarding the investment in these shares, indicating a highly cautious approach for potential investors.
Document Link: View Document
Additional details:
Class A Ordinary Shares: up to 70,000,000
Last Reported Closing Price: US$0.98
Address: No. 8 Banhouhaichuan Rd, Xiqin Town, Yanping District, Nanping City, Fujian Province, China 353001
Agent For Service: Cogency Global Inc., 122 East 42nd Street, 18th Floor, New York, NY 10168
Date Of Commencement Of Sale: As soon as practicable after the effective date hereof
Exception From Framework: Emerging growth company
Total Cash Transfer: $6.19 million
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