IPO - Lucas GC Ltd

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Form Type: F-1/A

Filing Date: 2025-04-30

Corporate Action: Ipo

Type: Update

Accession Number: 000164117225007759

Filing Summary: Lucas GC Limited filed an amendment to its Registration Statement on Form F-1 on April 30, 2025, to offer up to 21,621,621 ordinary shares, with the shares listed on the Nasdaq under the symbol "LGCL." The initial trading price as of April 17, 2025, was reported at $0.37 per share. The company, structured as a Cayman Islands holding entity, operates primarily through its subsidiaries in China. Significant risks associated with this structure include potential regulatory changes that could restrict foreign ownership in Chinese firms. Moreover, the company has complied with the securities regulations laid out by China’s Securities Regulatory Commission (CSRC) regarding overseas offerings. Legal advisement indicates that the company does not currently trigger the requirements for cybersecurity reviews under existing Chinese regulations. The filing underscores the company’s status as an emerging growth company, which affords it certain reporting advantages.

Additional details:

Registration Statement No: 333-286650


Offering Size: 21621621


Ordinary Share Par Value: US$0.000005


Listing Exchange: Nasdaq


Symbol: LGCL


Form Type: F-1

Filing Date: 2025-04-21

Corporate Action: Ipo

Type: New

Accession Number: 000164117225005548

Filing Summary: Lucas GC Limited filed a Form F-1 Registration Statement with the United States Securities and Exchange Commission on April 21, 2025, for an initial public offering of up to 21,621,621 ordinary shares at a par value of US$0.000005 per share. The shares are proposed to be listed on the Nasdaq under the symbol 'LGCL.' The filing indicates that the company is incorporated in the Cayman Islands and conducts operations primarily through its subsidiaries in China. Key details include an acknowledgment of the company's emerging growth status and its classification as a foreign private issuer under U.S. federal securities laws, thereby affording it certain reduced reporting requirements. It notes the legal and operational risks associated with conducting business in China and acknowledges that while they are not anticipating being classified as a 'controlled company,' there are potential regulatory challenges posed by the PRC government affecting their operations and ability to offer securities. The company highlights the regulatory landscape under which it operates and the necessity of filing with the CSRC following this offering. The prospectus details that the company's business primarily consists of service provisions through its wholly-owned subsidiary Qingdao Luogaoshi Consulting Co., Ltd. The closing price for the ordinary shares was reported at US$0.37 per share as of April 17, 2025, indicating initial market valuation as the company prepares for public trading.

Additional details:

Approximate Date Of Commencement Of Proposed Sale: as soon as practicable after the effective date of this registration statement


Ordinary Shares Offered: 21,621,621


Par Value Per Share: US$0.000005


Listing Exchange: Nasdaq


Nasdaq Symbol: LGCL


Closing Price As Of April 17 2025: US$0.37


Business Operations Location: Cayman Islands and China


Legal Advisers: ["DLA Piper UK LLP","ArentFox Schiff LLP"]


Registered Agent: Cogency Global Inc.


Principal Executive Office Address: Room 5A01, 4th Floor Air China Building, Xiaoyun Road Sanyuanqiao, Chaoyang District Beijing 100027, China


Primary Standard Industrial Classification Code: 7370


Risks Relate To Operating In China: Includes regulatory, political, and economic risks.


Emerging Growth Company Status: Yes


Foreign Private Issuer Status: Yes


Form Type: DRS

Filing Date: 2025-04-01

Corporate Action: Ipo

Type: New

Accession Number: 000164117225002075

Filing Summary: Lucas GC Limited is conducting a public offering of ordinary shares to be listed on the Nasdaq Capital Market under the symbol 'LGCL.' The company, which is incorporated in the Cayman Islands, operates primarily through its subsidiaries in China and aims to digitalize human capital management processes utilizing AI and blockchain technologies. They have seen a significant increase in active registered users and are positioned as the largest technology-driven service provider in their field in China. The regulatory landscape regarding overseas listings by Chinese companies poses potential risks, and the company is categorized as an emerging growth company, eligible for reduced public reporting requirements. Additionally, the China Securities Regulatory Commission has mandated that offerings like this must be filed with them, reflecting new oversight on foreign listings. The firm expects to deliver shares for payment in U.S. dollars in New York, NY, showcasing the global nature of their business operations.

Additional details:

Ordinary Shares: Up to ordinary shares being offered


Company Structure: Cayman Islands holding company with subsidiaries in China


Listing Details: Ordinary shares listed on Nasdaq under 'LGCL'


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