IPO - Mobile-health Network Solutions

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Form Type: F-1/A

Filing Date: 2025-03-28

Corporate Action: Ipo

Type: Update

Accession Number: 000164117225001031

Filing Summary: Mobile-health Network Solutions is filing an amendment to its registration statement on Form F-1 for the resale of up to 3,344,481 Class A Ordinary Shares by YA II PN, Ltd., a Cayman Islands exempt limited partnership. The filing indicates a commitment amount of up to $10 million, where the company has the right, but not the obligation, to issue shares to the Selling Shareholder over a commitment period of 36 months starting from February 14, 2025. Shares will be priced at 97% of the market price, defined as the lowest daily volume-weighted average price (VWAP) during the pricing period. The Company also outlines the terms under which it may issue shares, detailing the conditions, fees, and limitations that apply to the Selling Shareholder's ownership. Upon completion, the total number of shares outstanding will include both Class A and Class B Ordinary Shares, with specific voting rights associated with each class. This registration is part of the IPO process for Mobile-health Network Solutions, and the shares will be traded on The Nasdaq Capital Market under the symbol 'MNDR'.

Document Link: View Document

Additional details:

Address: 2 Venture Drive, #07-06/07 Vision Exchange Singapore 608526


Phone: +65 6222 5223


Agent Name: Cogency Global Inc.


Agent Address: 122 East 42nd Street, 18th Floor New York, NY 10168


Agent Phone: +1 212 947 7200


Commitment Amount: $10 million


Number Of Shares: 3,344,481


Market Price Percentage: 97%


Form Type: F-1

Filing Date: 2025-03-21

Corporate Action: Ipo

Type: New

Accession Number: 000149315225011165

Filing Summary: Mobile-health Network Solutions is filing this registration statement under the Securities Act of 1933 for the public resale of up to 3,344,481 Class A Ordinary Shares by YA II PN, Ltd., the Selling Shareholder. The shares may be issued over a 36-month commitment period covered under a standby equity purchase agreement. The Company has the right to issue shares at 97% of their market price during specified trading periods, subject to various conditions and adjustments based on market performance. The Company has also agreed to pay significant fees, including a structuring fee of $25,000 and 1% of the $10 million Commitment Amount as a commitment fee. The shares will trade on The Nasdaq Capital Market under the symbol 'MNDR'. There are risks involved with this offering, outlined in the prospectus, and the filing includes information necessary for potential investors to consider their investment in these Class A Ordinary Shares.

Document Link: View Document

Additional details:

Class A Ordinary Shares Offered: 3344481


Commitment Amount Usd: 10000000


Commitment Fee Percentage: 1.00


Structuring Fee Usd: 25000


Minimum Acceptance Price Definition: Lowest of the daily VWAPs of the Class A Ordinary Shares during the relevant Pricing Period


Ownership Limitation Percentage: 9.99


Exchange Cap Percentage: 19.99


Effective Date Of Purchase Agreement: 2025-02-14


Commitment Period Months: 36


Current Class A Ordinary Shares Issued: 6196529


Current Class B Ordinary Shares Issued: 1459438


Reported Class A Price On March 17 2025: 2.13


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