IPO - Pony AI Inc.
Form Type: SCHEDULE 13G
Filing Date: 2025-02-14
Corporate Action: Ipo
Type: New
Accession Number: 000094787125000145
Filing Summary: Pony AI Inc. filed a Schedule 13G related to its Class A ordinary shares with a par value of $0.0005 per share. The document reports that upon the completion of the Initial Public Offering (IPO) and concurrent private placements, there are 267,873,562 Class A ordinary shares reported to be issued and outstanding. The Filing Date is highlighted as 2025-02-14. Notably, the issuer's American Depositary Shares are listed on the Nasdaq Global Select Market under the symbol 'PONY'. The report also provides addresses for Pony AI Inc. and Toyota Motor Corporation, indicating a relationship between the two companies, with Toyota appearing to be a reporting person for this filing. Key components of the filing include various rows referenced for detailed information in compliance with regulatory requirements.
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Class A Shares Outstanding: 267,873,562
Cusip Number: 732908108
Symbol: PONY
Form Type: CORRESP
Filing Date: 2024-11-26
Corporate Action: Ipo
Type: New
Accession Number: 000110465924123126
Filing Summary: Pony AI Inc. has filed a request for the acceleration of the effectiveness of its Registration Statement on Form F-1 and Form 8-A. The effectiveness is requested to be at 5:00 p.m., Eastern Time, on November 26, 2024, or as soon thereafter as practicable. The Registration Statement on Form F-1 is associated with an initial public offering (IPO), alongside the Registration Statement on Form 8-A, which concerns American depositary shares representing Class A ordinary shares of the company. The request has been joined by the representatives of the underwriters involved in the offering. The company acknowledges that the effective declaration by the Commission does not relieve them from regulatory responsibilities regarding the adequacy and accuracy of their filing disclosures. The request might include further oral communication for any changes. The letter was signed by Jun Peng, Chairman and CEO of Pony AI Inc.
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Registration Statement F1: File No. 333-282700
Registration Statement F8a: File No. 001-42409
Effective Time: 2024-11-26T17:00:00-05:00
Company Officer: Jun Peng
Company Officer Title: Chairman of the Board, Chief Executive Officer
Form Type: CORRESP
Filing Date: 2024-11-26
Corporate Action: Ipo
Type: New
Accession Number: 000110465924123130
Filing Summary: Pony AI Inc. has submitted a request for the acceleration of their Registration Statements on Form F-1 and Form 8-A, seeking effectiveness at 5:00 p.m. Eastern Time on November 26, 2024. The document indicates that the underwriters, represented by Goldman Sachs (Asia) L.L.C., Merrill Lynch (Asia Pacific) Limited, Deutsche Bank AG, Hong Kong Branch, and Huatai Securities (USA), Inc., are making efforts to ensure adequate distribution of the preliminary prospectus dated November 14, 2024, prior to the effective time of the Registration Statements. Compliance with Rule 15c2-8 under the Securities Exchange Act of 1934 is also confirmed by the underwriters, indicating ongoing diligence in the registration process for the anticipated initial public offering (IPO).
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Name Of Underwriter: Goldman Sachs (Asia) L.L.C.
Name Of Underwriter: Merrill Lynch (Asia Pacific) Limited
Name Of Underwriter: Deutsche Bank AG, Hong Kong Branch
Name Of Underwriter: Huatai Securities (USA), Inc.
Registration Statement File No: 333-282700
Registration Statement File No 8 A: 001-42409
Preliminary Prospectus Date: 2024-11-14
Requested Effective Time: 2024-11-26 17:00:00 ET
Form Type: CORRESP
Filing Date: 2024-11-14
Corporate Action: Ipo
Type: Update
Accession Number: 000110465924118781
Filing Summary: Pony AI Inc. filed Amendment No. 2 to its registration statement on Form F-1. This amendment includes a preliminary prospectus with an estimated price range and certain exhibits. The company is preparing to commence its road show for the proposed offering soon and anticipates that the registration statement will be declared effective around November 20, 2024. The filing was made with the Securities and Exchange Commission (SEC) and indicates ongoing communication and coordination with the SEC staff to meet the timetable for the offering.
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Additional details:
Filing Type: CORRESP
Registration Statement Type: F-1
Amendment Number: 2
Proposed Offering Date: November 20, 2024
Contact Name: Li He
Contact Email: [email protected]
Form Type: CORRESP
Filing Date: 2024-10-17
Corporate Action: Ipo
Type: New
Accession Number: 000110465924109479
Filing Summary: Pony AI Inc. has filed a registration statement on Form F-1 with the SEC, submitting its responses to comments from the SEC staff regarding its draft statement. The company has made revisions to its disclosures, including financial information up to June 30, 2024, and detailed the nature of government grants received primarily from local Chinese governments. Additionally, the registration includes updated capitalization tables, risk factors concerning U.S. operations, and clarifications about the use of third-party cloud providers. The company's anticipated plans include filing an amendment to the registration that will specify price ranges and launching a road show, contingent upon market conditions.
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Additional details:
Counsel Name: Davis Polk & Wardwell
Registration Statement Name: Form F-1
Staff Comments Date: 2024-10-07
Submission Date: 2024-10-17
Financial Info Date: 2024-06-30
Government Grants Currency: Renminbi
Shares Class A Outstanding: 10,660,389
Shares Class B Outstanding: 81,088,770
R And D Locations: Bay Area, California, Tucson, Arizona
Government Grants Description: non-recurring in nature
Us Revenue Percentage: below 1%
Preferred Shares Modification: Evaluation of accounting impact ongoing
Form Type: DRSLTR
Filing Date: 2024-09-09
Corporate Action: Ipo
Type: New
Accession Number: 000110465924097958
Filing Summary: Pony AI Inc. submitted a revised draft registration statement on Form F-1 to the U.S. Securities and Exchange Commission (SEC) for confidential non-public review, in compliance with the Jumpstart Our Business Startups Act. The company confirmed that its securities have not been previously sold under an effective registration statement and stated its intention to publicly file the registration statement at least 15 days before any road show. The submission includes the latest audited consolidated financial statements for the years ended December 31, 2022, and 2023, along with unaudited financials for the first half of 2023 and 2024. The company plans to amend the registration statement to include all necessary financial statements prior to the distribution of a preliminary prospectus. Key contacts for inquiries are listed in the document.
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Additional details:
Resident Hong Kong Partners: ["James C. Lin","Gerhard Radtke","Martin Rogers","Miranda So","James Wadham","Xuelin Wang"]
Contact Persons: [{"name":"Li He","phone":"+852 2533-3306","email":"[email protected]"},{"name":"Kevin Zhang","phone":"+852 2533-3384","email":"[email protected]"}]
Last Audited Financial Statements Years: [2022,2023]
Unaudited Financial Statements Periods: ["six months ended June 30, 2023","six months ended June 30, 2024"]
Form Type: DRSLTR
Filing Date: 2023-05-08
Corporate Action: Ipo
Type: Update
Accession Number: 000110465923056899
Filing Summary: On May 8, 2023, Pony AI Inc. submitted its responses to comments from the Securities and Exchange Commission regarding its draft registration statement on Form F-1, initially submitted on March 27, 2023. The submission includes a revised draft registration statement for confidential non-public review. Pony AI confirmed that its securities have not been previously sold under an effective registration statement and commits to publicly filing the registration statement at least 15 days before any road show tied to its offering. The letter details various responses to SEC staff comments, including clarifications regarding its corporate structure, financial disclosures, and compliance with relevant laws concerning foreign investment in China. It emphasizes the company’s aim to accurately inform investors of the risks associated with its variable interest entity (VIE) structure, significant financial data, and autonomy in decision-making as it transitions from technology development to large-scale commercialization of its autonomous driving products. The letter outlines that services from industry reports and metrics related to customer growth have been adjusted to better reflect operational realities. The overall narrative showcases Pony AI’s efforts to prepare for a formal IPO while maintaining transparency with regulatory bodies.
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Additional details:
Cik No: 0001969302
Draft Registration Statement Submission Date: 2023-03-27
Commitment To Public Filing: ["at least 15 days prior to any road show"]
Response To SEC Comments: ["revised disclosures on VIE structure","details on national securities exchange listing","clarification on industry report sources","summarized key metrics for performance evaluation"]
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