IPO - QMMM Holdings Ltd

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Form Type: 424B4

Filing Date: 2025-06-20

Corporate Action: Ipo

Type: New

Accession Number: 000164117225015771

Filing Summary: QMMM Holdings Limited is offering up to 40,000,000 Class A Ordinary Shares at an offering price of $0.2 per share. The class shares are based in the Cayman Islands and serve as a holding company with operations conducted through subsidiaries in Hong Kong. The final public offering price was based on negotiations taking into account several factors, including operational history and market conditions. The company projects the offering's completion within sixty business days. Funds raised will primarily support operational needs, with substantial associated risks noted in the prospectus. QMMM Holdings is classified as an emerging growth company, facing unique market challenges including Chinese regulatory oversight. Additional financial details include placement agent commissions and firm management aspects indicating that no minimum offering amount is established. The company emphasizes its digital media advertising background with over 18 years in the industry and notable clientele from various sectors, while technology and risk factors associated with compliance in both Hong Kong and mainland China are also outlined.

Additional details:

Class A Offering Amount: 40000000


Class A Offering Price Per Share: 0.2


Last Reported Sales Price: 0.96


Placement Agent Commission: 6.0%


Proceeds To Company Before Expenses: 7520000


Expenses Related To Offering: 100000


Salary Expenses For Executives: 181787


Form Type: F-1/A

Filing Date: 2025-06-16

Corporate Action: Ipo

Type: Update

Accession Number: 000164117225015200

Filing Summary: This document represents Amendment No. 1 to the Form F-1 Registration Statement for QMMM Holdings Limited, filed with the SEC on June 16, 2025. The registration statement is related to the proposed initial public offering (IPO) of the company's ordinary shares. This amendment includes updates to the exhibit index and specific exhibits but does not modify the original contents of the prospectus filed on May 8, 2025. The registrant has indicated that it will commence the proposed sale to the public as soon as practicable following the effective date of this registration. The document also highlights the company’s compliance status as an emerging growth company and details indemnification provisions for directors and officers, as well as recent sales of unregistered securities over the past three years. Additionally, this filing does not contain changes other than formal updates and exhibits as dictated by regulatory requirements.

Additional details:

Address: Unit 1301, Block C, Sea View Estate, 8 Watson Road, Tin Hau, Hong Kong


Agent Name: Cogency Global Inc.


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


Emerging Growth Company: Yes


Securities Offered: Ordinary Shares


Recent Sales Unregistered Securities: [{"purchaser":"International Corporation Services Ltd","date_of_issuance":"2022-07-29","number_of_shares":1,"consideration":0.001},{"purchaser":"Bun Kwai","date_of_issuance":"2022-08-10","number_of_shares":9999,"consideration":9.99},{"purchaser":"Bun Kwai","date_of_issuance":"2023-02-24","number_of_shares":10493000,"consideration":10493},{"purchaser":"Lasting Success Holdings Limited","date_of_issuance":"2023-02-24","number_of_shares":4497000,"consideration":4497}]


Form Type: F-1

Filing Date: 2025-05-08

Corporate Action: Ipo

Type: New

Accession Number: 000164117225009184

Filing Summary: QMMM Holdings Limited has filed a registration statement under the Securities Act of 1933 to offer up to 40,000,000 Class A Ordinary Shares on a best efforts basis, with an assumed offering price of US$0.2 per share. The shares are being listed on the Nasdaq Capital Market under the symbol 'QMMM', and the last reported sales price before this filing was US$0.74. The offering is expected to be completed within 60 business days after the commencement of sales. The company is categorized as an emerging growth company, indicative of reduced public company reporting requirements. Specific risks associated with the offering include the regulatory environment in mainland China and its potential impact on the company's operations in Hong Kong. The registration statement includes risk factors and uncertainties that can materially affect the securities’ value.

Additional details:

Class A Shares Offered: 40000000


Offering Price Per Share: 0.2


Last Reported Price: 0.74


Placement Agent Commissions: 6%


Proceeds To Company Before Expenses: 7520000


Emerging Growth Company: true


Form Type: DRS

Filing Date: 2025-04-18

Corporate Action: Ipo

Type: New

Accession Number: 000164117225005345

Filing Summary: QMMM Holdings Limited filed a draft registration statement with the U.S. Securities and Exchange Commission on April 18, 2025, for a proposed public offering of Class A Ordinary Shares. The offering has not yet been publicly filed, maintaining confidentiality, and aims to sell up to an unspecified number of shares with a par value of US$0.0001. The registration is part of an initiative for the company, which acts as a holding entity incorporated in the Cayman Islands, managing its business operations through subsidiaries located in Hong Kong. The document outlines the proposed sale's details, including the underwriting process through placement agents and potential risks related to PRC regulations affecting their business operations. It emphasizes the speculative nature of investing in their shares, especially considering their classification as an emerging growth company, which entails reduced public reporting requirements. Overall, the filing marks the company's move towards a future public offering on the Nasdaq Capital Market under the ticker symbol 'QMMM.'

Additional details:

Company Name: QMMM Holdings Limited


Share Class: Class A Ordinary Shares


Par Value: US$0.0001


Registration Statement No: 333-


Proposed Offering Price: US$[*]


Last Reported Sale Price: US$[*]


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