F-1/A: Autozi Internet Technology (Global) Ltd. Files Amendment No. 4 to Form F-1 for Proposed IPO

Autozi Internet Technology (Global) Ltd. has filed Amendment No. 4 to its Form F-1 registration statement, outlining details for its initial public offering of Class A ordinary shares and a subsequent resale by existing shareholders.

Summary

• Autozi Internet Technology (Global) Ltd., a Cayman Islands holding company, has filed Amendment No. 4 to its Form F-1 registration statement with the SEC.
• The filing details a proposed initial public offering of 1,250,000 Class A ordinary shares.
• Existing shareholders, Ruida Development Co., Ltd. and Newlight Management Limited, also plan to offer an additional 3,750,000 Class A ordinary shares through a Resale Prospectus.
• The anticipated initial public offering price is between US$4.00 and US$5.00 per Class A ordinary share.
• Upon completion of the offering, the company's issued share capital will consist of 69,136,100 Class A ordinary shares and 34,595,100 Class B ordinary shares.
• Dr. Houqi Zhang, the founder and CEO, will beneficially own all Class B ordinary shares, representing approximately 90.9% of the total voting power.
• The company is an emerging growth company and a foreign private issuer, which allows for certain reduced reporting requirements.
• Autozi acknowledges risks associated with operating in China, including regulatory changes and potential government intervention.
• The company has completed filing procedures with the CSRC for the offering and listing.
• The company plans to use the net proceeds of approximately US$2.9 million for daily operations of onshore and offshore subsidiaries.

Sentiment

Score: 4

Explanation: The document presents a mixed sentiment. While it highlights the company's growth and market position, it also acknowledges significant risks, financial losses, and concerns about its ability to continue as a going concern. The overall tone is cautiously optimistic but tempered by substantial challenges.

Positives

• The company has completed the filing with the CSRC and received approval.
• The company is an emerging growth company and a foreign private issuer, allowing for reduced reporting requirements.

Negatives

• The company acknowledges risks associated with operating in China, including regulatory changes and potential government intervention.
• The company has incurred net losses of US$6.2 million and US$10.5 million for fiscal year 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.

Risks

• The company faces legal and operational risks associated with being based in or having the majority of operations in China.
• Changes in Chinese economic, political, and legal policies could adversely affect the company.
• The dual-class structure concentrates voting power with existing shareholders, limiting the influence of new investors.
• The company's auditor may be subject to PCAOB inspection limitations, potentially leading to delisting.
• The company's offering is contingent upon Nasdaq approval, and an active trading market may not develop.
• The company's business has been and may continue to be adversely affected by the COVID-19 pandemic.
• The company has not been profitable and has incurred negative cash flows in operating activities, both of which may continue in the future.
• The company may need additional capital to pursue business objectives and respond to business opportunities, challenges or unforeseen circumstances, and financing may not be available on terms acceptable to us, or at all.

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.

Management Comments

• Management has concluded that there is substantial doubt about the company's 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.
• Management is undertaking a combination of remediation plans to meet cash requirements, including negotiating the extension of liabilities and focusing on operational efficiency and cost control.

Industry Context

The company operates in the lifecycle automotive service market in China, which is highly competitive and subject to evolving government regulations. The company aims to be a leading player in the NEV aftermarket service platform.

Comparison to Industry Standards

• The document states that in 2022, Autozi ranked first in China's lifecycle automotive services market in terms of the growth rate of NEV revenues.
• The document states that in 2022, Autozi ranked third in China's lifecycle automotive services market in terms of the growth rate of revenues.
• The document states that in 2022, Autozi's revenues were RMB 0.9 billion.
• The document mentions competitors such as Company A, Company B, Company C, Company D, Company E, Company F, Company G, Company H, and Company J, but does not provide specific details about their financial performance or market share, making a direct comparison difficult.

Legal Proceedings

• Hunan Tianhuan Economic Development Co., Ltd. has filed a lawsuit against Autozi Internet Technology and Dr. Houqi Zhang to exercise its redemption right.
• Autozi Internet Techs shareholder, Shenzhen Jinfeng Chuangfu Holding Group Co., Ltd. has submitted an application arbitration to exercise their redemption rights to request Dr. Houqi Zhang to redeem the shares.

Related Party Transactions

• The document discloses various related party transactions, including loans to and from related parties, accrued loan interest, and advance payments.

Stakeholder Impact

• Shareholders may experience dilution and volatility in the share price.
• Employees may be affected by cost control measures and potential changes in compensation.
• Customers may benefit from the company's efforts to improve service quality and expand product offerings.
• Suppliers may be impacted by changes in the company's supply chain management strategies.

Next Steps

• The company will seek approval for listing its Class A ordinary shares on the Nasdaq Global Market.
• The company will report the offering and listing status to the CSRC within 15 business days from the completion of the offering.
• The company will transfer approximately US$2.6 million of the net proceeds to its PRC subsidiaries for daily operations.

Key Dates

Keywords

initial public offering, Class A ordinary shares, Autozi Internet Technology, CSRC, emerging growth company, foreign private issuer, risk factors, China, PCAOB, Nasdaq