IPO - Kandal M Venture Ltd

Form Type: 424B4

Filing Date: 2025-06-25

Corporate Action: Ipo

Type: New

Accession Number: 000121390025057878

Filing Summary: Kandal M Venture Limited is conducting an initial public offering (IPO) of 2,000,000 Class A Ordinary Shares, representing approximately 11.11% of the total outstanding shares after the offering. The shares are offered at an initial price of $4 per share, targeting to raise $8,000,000 before estimating expenses. A resale prospectus will allow the resale of an additional 1,000,000 shares by DMD Venture Limited, which could significantly affect market dynamics once trading begins on Nasdaq under the symbol 'FMFC'. The document details the holding company's structure, emphasizing its control by DMD Venture Limited, which will own approximately 88.75% of the voting power post-offering. It outlines the dual-class share system, the operations of the company in Cambodia through its subsidiary, FMF, and indicates that the offering is made under a firm commitment basis where underwriters are obligated to buy all offered shares. Risks associated with market pricing, shareholder rights, and the lack of direct equity in the operating subsidiary are highlighted, pointing to the speculative nature of the investment. Additionally, KMV is categorized as both an 'emerging growth company' and a 'foreign private issuer', which impacts its reporting obligations.

Form Type: 8-A12B

Filing Date: 2025-06-24

Corporate Action: Ipo

Type: New

Accession Number: 000121390025057268

Filing Summary: Kandal M Venture Limited is filing Form 8-A for the registration of certain classes of its securities, specifically Class A Ordinary shares with a par value of US$0.00001 per share, to be listed on The Nasdaq Stock Market LLC. The filing is in accordance with Section 12(b) of the Securities Exchange Act of 1934, suggesting that the securities will be offered publicly. The prospectus for these securities is part of the previously filed Registration Statement on Form F-1 (File No. 333-282786), originally filed on October 23, 2024. No other securities of Kandal M Venture Limited are currently registered on the Nasdaq, and this filing does not pertain to any securities being registered pursuant to Section 12(g) of the Securities Exchange Act. The document is signed by Duncan Miao, Director and Chairman of the Board of Directors, on June 24, 2025.

Form Type: F-1/A

Filing Date: 2025-06-06

Corporate Action: Ipo

Type: New

Accession Number: 000121390025051718

Filing Summary: Kandal M Venture Limited is filing Amendment No. 5 to its Form F-1 registration statement under the Securities Act of 1933, indicating an initial public offering of its Class A ordinary shares. The company intends to offer 2,000,000 Class A ordinary shares, representing approximately 11.11% of the issued shares post-offering. The offering price is expected to be between US$4 and US$5 per share, which amounts to total proceeds of approximately US$9 million before expenses. Additionally, the filing includes a resale prospectus for another 1,000,000 shares sold by a Resale Shareholder. The prospectus outlines risks associated with the offering and the company's dual-class voting structure. Kandal M Venture Limited operates in Cambodia through its subsidiary, FMF.

Form Type: F-1/A

Filing Date: 2025-05-30

Corporate Action: Ipo

Type: Update

Accession Number: 000121390025049227

Filing Summary: Amendment No. 4 to the Form F-1 registration statement for Kandal M Venture Limited was filed with the SEC on May 30, 2025, indicating the commencement of the offering of securities to the public as soon as the registration statement becomes effective. The amendment includes the filing of exhibit 23.1 and exhibit 99.10, along with an amended exhibit index. This filing does not alter any content from the previous amendment aside from necessary administrative updates. It confirms the company is classified as an emerging growth company under SEC rules. The statement further emphasizes that there are indemnification agreements for directors and officers against certain liabilities, with liability insurance planned for covering specific claims. The document lists recent unregistered securities sales and references additional legal opinions and agreements pertinent to the registration process.

Form Type: F-1/A

Filing Date: 2025-01-16

Corporate Action: Ipo

Type: New

Accession Number: 000121390025004110

Filing Summary: Kandal M Venture Limited is launching its initial public offering (IPO) of Class A ordinary shares, par value US$0.00001 per share. The offering consists of 2,100,000 Class A Ordinary Shares to be sold by the Company and an additional 656,250 shares sold by Selling Shareholders. Significant ownership post-offering indicates that 20.58% of the shares will be held by public shareholders, while DMD Venture Limited, the Controlling Shareholder, will own approximately 88.2% of the voting power. The IPO price is projected to be between US$4 and US$5 per share, with underwriters Dominari Securities LLC and Revere Securities LLC managing the offering on a firm commitment basis. The registration statement highlights that following the IPO, the company will operate as a controlled entity. This registration also includes detailed financial projections and risk factors associated with the offering, emphasizing potential impacts on share prices due to resale activities of existing shareholders. Moreover, Kandal M Venture Limited is recognized as an emerging growth company that qualifies as a foreign private issuer, which entails certain reporting benefits.