F-1/A: Autozi Internet Technology (Global) Ltd. Files Amendment No. 3 to Form F-1 Registration Statement for IPO

Autozi Internet Technology (Global) Ltd. has filed an amendment to its F-1 registration statement for its initial public offering of Class A ordinary shares on the Nasdaq Global Market.

Summary

• Autozi Internet Technology (Global) Ltd., a Cayman Islands holding company with operations in China, has filed Amendment No. 3 to its Form F-1 registration statement.
• The company is planning an initial public offering of 2,500,000 Class A ordinary shares, with an anticipated offering price between US$8.00 and US$10.00 per share.
• The company has applied to list its Class A ordinary shares on the Nasdaq Global Market under the symbol AZI.
• Upon completion of the offering, the company's share capital will consist of 36,443,050 Class A ordinary shares and 17,297,550 Class B ordinary shares, assuming the underwriters do not exercise their option to purchase additional shares.
• The company operates through its subsidiaries in China and faces legal and operational risks associated with doing business in China.
• The company has completed the filing with the CSRC in connection with this offering and its listing on the Nasdaq Global Market, and the CSRC published the notification of its approval of the completion of the required filing procedures on January 2, 2024.
• The company incurred net losses of US$6.2 million and US$10.5 million for the fiscal years ended September 30, 2022 and 2023, respectively.
• The company has concluded that there is substantial doubt about its ability to continue as a going concern for a period of one year from the date that its consolidated financial statements for the fiscal year ended September 30, 2023 were issued.
• The company intends to use the net proceeds from this offering for daily operations of onshore and offshore subsidiaries.

Sentiment

Score: 4

Explanation: The document presents a mixed picture. While the company is pursuing an IPO and has achieved growth in certain areas, it also faces significant risks and challenges, including going concern concerns and regulatory uncertainties. The sentiment is therefore cautiously negative.

Positives

• The company has completed the filing with the CSRC in connection with this offering and its listing on the Nasdaq Global Market, and the CSRC published the notification of its approval of the completion of the required filing procedures on January 2, 2024.
• The company intends to use the net proceeds from this offering for the daily operations of onshore and offshore subsidiaries.

Negatives

• The company acknowledges substantial doubt about its ability to continue as a going concern.
• The company's revenue decreased slightly from US$120.3 million in fiscal year 2022 to US$113.5 million in fiscal year 2023.
• The company incurred net losses of US$6.2 million and US$10.5 million for fiscal year ended September 30, 2022 and 2023, respectively.

Risks

• The company's application to list on the Nasdaq Global Market may not be approved.
• The company faces legal and operational risks associated with operating in China, including potential government intervention.
• The company is subject to cybersecurity review and CSRC filing requirements.
• The company may be unable to complete CSRC filings for future offerings.
• The company's dual-class share structure concentrates voting power with existing shareholders.
• The company is an emerging growth company and a foreign private issuer, which allows for reduced reporting requirements.
• The company may rely on dividends from its PRC subsidiaries, which could be limited by PRC regulations.
• The company's auditor may not be subject to PCAOB inspections, which could lead to delisting.
• The company has not been profitable and has incurred negative cash flows in operating activities, both of which may continue in the future.

Future Outlook

The company intends to expand its MBS store network, strengthen supply chain management, expand service offerings, build cooperation with NEV manufacturers, and enhance research and development capabilities.

Industry Context

The company operates in the lifecycle automotive service market in China, which is highly competitive and subject to evolving regulations. The company's business is affected by changes in customer demand, advances in automotive technology, and government policies.

Comparison to Industry Standards

• The document states that in 2022, Autozi ranked first in Chinas lifecycle automotive services market in terms of the growth rate of NEV revenues.
• The document states that in 2022, Autozi ranked third in Chinas lifecycle automotive services market in terms of the growth rate of revenues.
• The document mentions Company A, a leading integrated online and offline platform for automotive service based in Shanghai, China, keeps its advantage in aftermarket with 179 self-operated stores and 4,114 franchised workshops.
• The document mentions Company B, a leading integrated online and offline platform for automotive service based in Zhejiang, China, has the most efficient automotive supply chain service in Chinas automotive service market.
• The document mentions Company C has revenues of RMB 11.5 billion in 2022.
• The document mentions Company D has revenues of approximately RMB 5.0 billion in 2022.

Legal Proceedings

• Hunan Tianhuan Economic Development Co., Ltd. has requested Autozi Internet Tech and our founder, Dr. Houqi Zhang, to (i) redeem all of its equity interest in Autozi Internet Tech and (ii) pay the accrued penalties of deferred settlement and attorney fee.

Related Party Transactions

• The document details several related party transactions, including loans to and from related parties, accrued loan interest, and advance payments to the CEO.

Stakeholder Impact

• Shareholders may experience dilution due to the issuance of new shares.
• Shareholders' ability to influence company decisions may be limited due to the dual-class share structure.
• The company's ability to pay dividends is uncertain.
• The company's financial performance and future prospects are subject to various risks and uncertainties.

Next Steps

• The company needs to obtain approval for its listing application from Nasdaq.
• The company is required to report the offering and listing status to the CSRC within 15 business days from the completion of the offering.
• If the company fails to complete this offering within 12 months from the issuance date of notification, and the offering is still under progress, the company is required to update the filing materials with the CSRC.

Key Dates

Keywords

IPO, initial public offering, Class A ordinary shares, Autozi, Nasdaq, CSRC, China, automotive services, dual-class structure, risk factors