IPO - Golden Sun Health Technology Group Ltd

Form Type: F-1

Filing Date: 2025-03-17

Corporate Action: Ipo

Type: New

Accession Number: 000121390025024512

Filing Summary: Golden Sun Health Technology Group Ltd is filing a registration statement on Form F-1 for the resale of 9,535,186 Class A ordinary shares by certain selling shareholders. The shares consist of up to 4,943,349 Conversion Shares from senior secured convertible notes issued under a Securities Purchase Agreement, convertible at a price determined by market conditions, and up to 4,591,837 Warrant Shares from exercised warrants. The Class A ordinary shares are to be listed on The Nasdaq Global Market under the symbol 'GSUN'. The document outlines financial risks associated with their corporate structure as a holding company based in the Cayman Islands conducting operations through subsidiaries in China, including regulatory risks and currency restrictions. As of filing, the company has not made dividends or distributions to its shareholders in the years leading up to this prospectus. The filing is designated for an emerging growth company under SEC regulations, allowing for reduced compliance requirements as compared to other public entities.

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Form Type: DRS

Filing Date: 2025-02-26

Corporate Action: Ipo

Type: New

Accession Number: 000121390025017313

Filing Summary: On February 26, 2025, Golden Sun Health Technology Group Ltd filed a confidential draft registration statement under Form F-1 with the SEC. This statement pertains to the proposed resale of up to 9,535,186 Class A ordinary shares by selling shareholders. The registration includes up to 4,943,349 shares issuable upon conversion of senior secured convertible notes and 4,591,837 shares issuable upon exercise of warrants. The company intends to begin selling these shares as soon as practicable after the registration statement's effective date. The document specifies that the Company is classified as an emerging growth company and that its Class A ordinary shares are currently trading on The Nasdaq Global Market under the symbol 'GSUN'. The last reported closing price on February 24, 2025, was $3.11. The share structure grants one vote per Class A share, while Class B shares provide five votes per share. The prospectus warns investors of the unique risks associated with investing in its shares, emphasizing the potential impact of Chinese regulatory changes on the company’s operations and share value.

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