IPO - Micropolis Holding Co

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Form Type: 424B4

Filing Date: 2025-03-10

Corporate Action: Ipo

Type: New

Accession Number: 000121390025022083

Filing Summary: Micropolis Holding Company is offering 3,875,000 ordinary shares at an initial public offering price of $4.00 per share, totaling approximately $15,500,000. The company operates as a Cayman Islands holding entity with its business managed primarily through its wholly-owned subsidiary, Micropolis Digital Development FZ-LLC, a robotics manufacturer based in the UAE. The holding company structure involves unique risks, as financial sustainability relies on dividends from the subsidiary. There has been no public market for the shares prior to this offering which is expected to list on NYSE American under the symbol 'MCRP'. The structure includes underwriters receiving 6% of the shares sold, with discounts applying to the initial price. Micropolis Cayman has transitioned from a pre-revenue organization focused on collaborations with entities like the Dubai Police to develop autonomous mobile robots aimed at positions in various industries. The offering adheres to reduced public disclosure requirements due to its status as an emerging growth company and foreign private issuer. The service areas for their robotic applications include security, logistics, and hospitality.

Additional details:

Initial Public Offering Price: 4


Total Offering Amount: 15500000


Underwriting Discounts: 0.28


Proceeds Before Expenses: 3.72


Responsible Underwriter: Network1 Financial Securities, Inc.


Shares Offered: 3875000


Company Structure: Cayman Islands holding company


Wholly Owned Subsidiary: Micropolis Digital Development FZ-LLC


Industry Focus: Robotics and automation


Expected Revenue Start: Q2 2025


Form Type: CORRESP

Filing Date: 2025-03-04

Corporate Action: Ipo

Type: New

Accession Number: 000121390025020170

Filing Summary: Micropolis Holding Company has requested acceleration of effectiveness for its Registration Statement on Form F-1 (File No. 333-276231) to enable the statement to become effective at 4:30 p.m., Eastern Time, on March 6, 2025. The request is made through Network 1 Financial Securities, Inc., which acts as the representative of the underwriters. Additionally, Network 1 has confirmed the distribution of the preliminary prospectus dated February 7, 2025, to ensure that adequate distribution occurs. They also reiterated their compliance with relevant SEC regulations in connection with this offering.

Additional details:

Registration Statement File No: 333-276231


Preliminary Prospectus Date: 2025-02-07


Effective Date Requested: 2025-03-06T16:30:00-05:00


Representative Of Underwriters: Network 1 Financial Securities, Inc.


Contact Person: Adam Pasholk


Contact Title: Managing Director


Form Type: F-1/A

Filing Date: 2025-02-07

Corporate Action: Ipo

Type: New

Accession Number: 000121390025011180

Filing Summary: On February 7, 2025, Micropolis Holding Company filed an amendment to its registration statement Form F-1 for its initial public offering (IPO) of 5,000,000 ordinary shares, with a proposed price range between $4.00 and $5.00. The shares are intended to be listed on the NYSE under the symbol 'MCRP.' This document outlines the company's structure, its fully-owned subsidiary Micropolis Digital Development FZ-LLC in Dubai that operates in the robotics sector, specifically focusing on autonomous mobile robots (AMRs). It details the ownership transition whereby Micropolis Cayman acquired 100% equity of Micropolis Dubai, emphasizing the unique risk profile as a holding company reliant on dividends from its subsidiaries. The company is characterized as an emerging growth company and foreign private issuer under U.S. SEC rules, thus benefiting from reduced public disclosure requirements. The summary includes extensive details on the offering, financial projections, and risk factors associated with the IPO. Investors should be aware that the offering hinges on NYSE's approval for listing and the company may face challenges in achieving revenue as it prepares for commercial production expected in 2025.

Additional details:

Ordinary Shares Offered: 5000000


Offering Price Range: $4.00 and $5.00


Total Proceeds Estimate: $22,500,000


Underwriting Discounts: $1,575,000


Expected Cash Expenses: $1,000,000


Major Shareholders Ownership Percent: 77.27


First Date Of Proposed Sale: As soon as practicable after registration effectiveness


Form Type: F-1/A

Filing Date: 2025-01-15

Corporate Action: Ipo

Type: New

Accession Number: 000121390025003726

Filing Summary: Micropolis Holding Company is launching its initial public offering (IPO) of 5,000,000 ordinary shares at an estimated price range of $4.00 to $5.00 per share, aiming for a listing on the NYSE under the symbol 'MCRP'. The offering is underwritten on a firm commitment basis, with proceeds estimated to be $20,925,000 before expenses. This Cayman Islands holding company, incorporated in February 2023, primarily operates through its wholly-owned subsidiary, Micropolis Digital Development FZ-LLC, based in Dubai. The company is positioning itself in the rapidly growing robotics sector of the UAE and GCC region, specifically focusing on autonomous mobile robots (AMRs) for various applications including security, logistics, and industrial automation. It has established collaborations with local governments and institutions, notably the Dubai Police, to develop innovative technology solutions. As a pre-revenue organization, Micropolis anticipates commercial production by Q2 2025 and has outlined significant growth potential within the robotics market stimulated by local and federal government initiatives aimed at technological advancement.

Additional details:

Description: The description of the company and its focus on robotics

Main Activity: Development of autonomous mobile robots (AMRs)

Initial Public Offering Shares: 5000000

Estimated Price Range: 4.00 to 5.00

Total Proceeds Before Expenses: 20925000

Business Structure Risks: As a holding company, relying on dividends from its subsidiary for cash requirements

Emerging Growth Company: 1

Business Model: Collaboration-based with local governments and private sector


Risk Factors Summary: Investing in the shares involves risks, including reliance on subsidiary for dividends and potential changes in market conditions affecting profitability.


Shareholder Information: Former shareholders own approximately 77.27% of the company.


Form Type: F-1/A

Filing Date: 2025-01-10

Corporate Action: Ipo

Type: Update

Accession Number: 000121390025002563

Filing Summary: This document is Amendment No. 5 to the Form F-1 registration statement filed by Micropolis Holding Company with the SEC, reflecting updates and filing of certain revised exhibits. The registration is aimed at proposing a sale to the public as soon as the statement becomes effective. The filing indicates that Micropolis is an emerging growth company and outlines indemnification policies for directors and officers under Cayman Islands law. It includes a list of recent sales of unregistered securities over the past three years, detailing the issuance of 30,000,000 ordinary shares exempt from public offering registration. The registration statement further provides an exhibit index, reaffirming prior submissions while updating necessary documentation, confirming no prospectus changes since Amendment No. 4.

Additional details:

Address: Warehouse 1, Dar Alkhaleej Building, Dubai Production City, Dubai, UAE


Telephone Number: +971 4 276 7008


Emerging Growth Company: Yes


Number Of Shares: 30,000,000


Form Type: CORRESP

Filing Date: 2024-11-21

Corporate Action: Ipo

Type: Update

Accession Number: 000121390024101065

Filing Summary: Micropolis Holding Company submitted a response letter to the U.S. Securities and Exchange Commission (SEC) regarding comments on their Registration Statement on Form F-1, filed on September 27, 2024. The response details amendments made to the Registration Statement based on SEC feedback, specifically addressing the use of proceeds, net proceeds calculations, and related party transactions. Revised disclosures clarify that a portion of net proceeds will be used for repayment of related party loans, with net proceeds expected to be approximately $19,414,000 after various deductions from gross proceeds of $22,500,000. The letter also indicates updates made to financial statements and disclosures, including information required by Item 8.A.5 of Form 20-F. Additionally, revisions were made to incorporate related party loans into capitalization and to provide authorization dates for financial statement issuance.

Additional details:

Item 3 C 4 Disclosure: Updated disclosure on page 37 regarding the use of proceeds for repayment of related party loans.


Net Proceeds Calculation: The net proceeds are approximately $19,414,000 after deductions.


Related Party Loans: Updated to clarify amounts due to Mr. Egor Romanyuk and Mr. Fareed Aljawhari will mature post-IPO.


Financial Statements Update: Interim financial statements for six months ended June 30, 2024, were added as required.


Events After Reporting Date: Disclosure of authorization approval was added to note 5(a) on page F-12.


Form Type: DRSLTR

Filing Date: 2023-10-13

Corporate Action: Ipo

Type: New

Accession Number: 000101376223003924

Filing Summary: Micropolis Holding Company submitted a draft Registration Statement on Form F-1 for non-public review by the SEC. The Company qualifies as an 'Emerging Growth Company' and is omitting unaudited interim financial information as of June 30, 2023, based on guidance from the SEC, as they believe it will not be required in the filing for the contemplated offering.

Additional details:

Company Name: Micropolis Holding Company


Submission Type: draft registration statement


Registration Statement Form: F-1


Emerging Growth Company: true


Financial Information Omitted: unaudited interim financial information as of June 30, 2023


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