IPO - Recon Technology, Ltd

Form Type: F-1/A

Filing Date: 2025-03-18

Corporate Action: Ipo

Type: New

Accession Number: 000110465925024580

Filing Summary: Recon Technology, Ltd is filing an amendment to its registration statement on Form F-1 concerning an initial public offering. The company aims to offer up to $20 million worth of Class A ordinary shares and common warrants. Shares will be sold alongside common warrants, with each share accompanied by a warrant at an exercise price representing 100% of the assumed public offering price. The offering will take place on a reasonable best efforts basis, and the final pricing will be determined through negotiation. There is no established trading market for the common warrants, which are expected to have limited liquidity. The company emphasizes its unique operational structure involving variable interest entities (VIEs) in China, raising concerns about regulatory risks associated with its business model and operations under Chinese law. The risks include potential regulatory changes impacting foreign investment, operational compliance in China, and market conditions affecting the securities. The company is currently experiencing a cash flow transfer primarily to the VIEs to support their operations, and no dividends or distributions are expected from the VIEs to the company or its U.S. investors. Legal risks are inherent due to China’s evolving regulatory framework governing overseas listings and foreign investments. The auditor of the company, Enrome LLP, is not based in China or Hong Kong and has been subject to PCAOB inspections, thus aiming to comply with U.S. regulations. Potential investors are warned about the high degree of risk involved in investing in the company's securities, as outlined in the prospectus.

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