F-1/A: FG Holdings Files F-1/A for Nasdaq IPO, Reveals Growth & Risks

Sentiment:

Amendment to Registration Statement for Initial Public Offering 17 March 2026 3:08 PM

FG Holdings Limited, a Hong Kong-based financial services provider, filed an F-1/A registration statement for its initial public offering of 3.75 million Class A Ordinary Shares on the Nasdaq Capital Market at an anticipated price of US$4.00 per share.

Capital raiseThe company is undertaking an initial public offering (IPO) of 3,750,000 Class A Ordinary Shares on the Nasdaq Capital Market.The anticipated initial public offering price is US$4.00 per Class A Ordinary Share.The estimated net proceeds from this offering, after deducting underwriting discounts and estimated offering expenses, are approximately US$12,283,151 (assuming no exercise of the over-allotment option).The company has granted underwriters an option to purchase up to an additional 375,000 Class A Ordinary Shares to cover over-allotments, which would increase net proceeds to US$13,663,151 if fully exercised.

Worse than expectedNet income decreased by 8.7% in FY2025 and 26.6% in the six months ended December 31, 2025, despite overall revenue growth, indicating a deterioration in profitability.Revenue from private credit mortgage loan brokerage services decreased significantly in both FY2025 and the six months ended December 31, 2025, reflecting adverse market conditions in that segment.The company identified material weaknesses in its internal control over financial reporting, which is a significant concern for a company preparing for an IPO.

Summary

FG Holdings Limited (FGHL) is seeking to raise approximately US$12.28 million in net proceeds from its initial public offering (IPO) of 3,750,000 Class A Ordinary Shares at an estimated price of US$4.00 per share, before any over-allotment option exercise.
The company operates in Hong Kong, providing private credit mortgage loan brokerage, bank mortgage loan brokerage through its fintech platform (iMort), and consultancy services.
Revenue increased by 11.3% from HK$18,436,001 in FY2024 to HK$20,519,956 (US$2,614,040) in FY2025.
Revenue for the six months ended December 31, 2025, increased by 55.4% to HK$9,745,949 (US$1,252,163) compared to HK$6,272,928 for the same period in 2024.
Net income decreased by 8.7% from HK$7,044,893 in FY2024 to HK$6,432,164 (US$819,395) in FY2025.
Net income for the six months ended December 31, 2025, decreased by 26.6% to HK$967,021 (US$124,244) compared to HK$1,317,962 for the same period in 2024.
Consultancy services revenue significantly increased, offsetting declines in private credit mortgage loan brokerage in FY2025.
The company has facilitated over HK$10,034 million (US$1,289 million) in loans to 712 borrowers from inception to December 31, 2025.
FGHL has a dual-class voting structure, with Class A shares having one vote and Class B shares having twenty votes. Post-IPO, directors and officers will hold 45.63% of shares, representing 83.28% of voting power.
The company identified material weaknesses in internal control over financial reporting, including inadequate segregation of duties and a lack of independent directors and an audit committee, which it plans to remediate upon listing.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing with mixed sentiment. While the company demonstrates strong revenue growth in consultancy services and strategic expansion plans, the decline in net income and identified material weaknesses in internal controls present notable concerns. Significant regulatory and geopolitical risks also temper the overall positive outlook from the IPO.

Positives

Revenue growth: Total revenue increased by 11.3% in FY2025 and 55.4% in the first six months of FY2026, driven by strong performance in consultancy services.
Successful loan facilitation: Facilitated over HK$10,034 million (US$1,289 million) in loans to 712 borrowers since inception, demonstrating strong market presence.
Award-winning platform: iMort, acquired in August 2023, received the Credit Digitalization-Mortgage Loan award in the Hong Kong Fintech Impetus Awards 2022.
Diversified lender network: Maintains a broad database of 20 banks and 100 private credit lenders, enhancing service offerings to borrowers.
Experienced management team: Executive directors and officers possess extensive knowledge and experience (16-17+ years) in banking and finance, including mortgage industry expertise.
Strategic growth plans: Intentions to pursue acquisitions/joint ventures, expand product offerings (unsecured loans, ESG financing, SME loans), and extend geographical reach to overseas markets (UK, US, Canada).
Strong liquidity: Cash and cash equivalents were HK$19,552,882 (US$2,512,158) as of December 31, 2025, and the company believes it has sufficient working capital for the next twelve months.

Negatives

Net income decline: Net income decreased by 8.7% in FY2025 and 26.6% in the six months ended December 31, 2025, despite revenue growth, indicating increased expenses or reduced profitability.
Decreased private credit mortgage loan brokerage revenue: Revenue from this segment decreased by HK$1,059,884 in FY2025 and HK$36,220 in 6M2025 due to volatile property prices and cautious private credit lenders.
Reliance on key customers: A substantial portion of revenue is derived from a small number of key customers (e.g., three largest customers represented 28%, 20%, and 13% of total revenue in 6M2025), posing concentration risk.
High dilution for new investors: The initial public offering price is substantially higher than the pro forma net tangible book value per share, resulting in an immediate dilution of US$3.59 per Ordinary Share for new investors.
Non-recurring listing expenses: Financial results for the year ending June 30, 2026, are expected to be adversely affected by non-recurring listing expenses.
No dividends in foreseeable future: The company currently intends to retain all future earnings for business operations and expansion, with no anticipated dividend payments.

Risks

Reliance on dividends and other distributions from subsidiaries to fund cash and financing requirements, with potential limitations on subsidiaries' ability to make payments.
Lack of effective internal controls over financial reporting, including inadequate segregation of duties and a lack of independent directors and an audit committee, which may affect accurate financial reporting or fraud prevention.
Significant oversight and discretion by the PRC government over business conduct in Hong Kong, with potential for intervention or influence, leading to material changes in operations or share value.
Uncertainty regarding the application of PRC cybersecurity review measures and overseas listing regulations to Hong Kong-based companies, potentially limiting ability to offer shares or causing value decline.
Risk of delisting under the Holding Foreign Companies Accountable Act (HFCAA) if the auditor is not subject to PCAOB inspections for two consecutive years, despite the current auditor being U.S.-based and inspected.
Negative impact of real estate market conditions in Hong Kong on mortgage loan brokerage business, as evidenced by declining transaction volumes and values.
Risks associated with being a rapidly growing company with a limited operating history, making it difficult to evaluate prospects and manage growth effectively.
Revenue growth rate and financial performance in recent years may not be indicative of future performance and could slow over time.
Fluctuations in operating results from quarter to quarter due to seasonality in the real estate and mortgage loan markets.
Majority of revenue derived from referral fees, which are not long-term contracted sources and are subject to external economic conditions.
Dependence on relationships with lenders, and any adverse changes could affect business, financial condition, and results of operations.
Potential delays or defaults in collecting referral and service fees, particularly credit risks for accounts receivable from consultancy services customers.
Risk that the highly technical software underlying the platform and internal systems may contain undetected errors or bugs, adversely affecting business.
Reliance on highly skilled personnel, with the risk of harm to business if unable to attract, retain, and motivate qualified employees.
Fluctuations in interest rates could negatively affect loan facilitation volume and make loan options less attractive to borrowers.
Significant disruption in service on the platform, including events beyond control, could reduce attractiveness and result in loss of users or lenders.
Negative publicity about services could harm business and reputation.
Intense competition from other mortgage brokerage companies and potential new entrants.
Inability to obtain sufficient funding on acceptable terms for future expansion and liquidity needs.
Inadequate insurance coverage to protect against potential losses, as certain types of losses are not covered or are too costly to insure.
Potential for litigation, arbitration, or other legal proceedings in the ordinary course of business.
Failure to comply with data privacy and protection laws (e.g., PDPO, PDPAO) could expose the company to liability or reputational damage.
Inability to successfully implement future business plans and objectives, including acquisitions, new product development, and overseas expansion.
Sustained outbreak of the COVID-19 pandemic could have a material adverse impact on business, operating results, and financial condition.
No prior public market for Class A Ordinary Shares, leading to potential price volatility and illiquidity.
Sales of pre-IPO shares acquired at substantially lower prices could cause the market price to decline.
Future issuances of Ordinary Shares or other securities could dilute existing investments and adversely affect market price.
Difficulty for investors to enforce judgments against the company, its directors, and management due to BVI and Hong Kong legal systems.
Potential classification as a Passive Foreign Investment Company (PFIC) for U.S. federal income tax purposes, leading to adverse tax consequences for U.S. investors.
Dual-class voting structure limits the ability of Class A shareholders to influence corporate matters and could discourage change of control transactions.
Class A Ordinary Shares are expected to initially trade under US$5.00, classifying them as 'penny stock' with associated trading restrictions and negative effects on price and liquidity.
Risk of delisting from Nasdaq if applicable listing requirements are not met, leading to reduced liquidity and market price.
Volatility in share price may subject the company to securities litigation.
Management has broad discretion over the use of IPO funds, which may not enhance results or share price.
The board of directors may decline to register the transfer of Class A Ordinary Shares under certain circumstances.
Disclosure controls and procedures may not prevent or detect all errors or acts of fraud.
Geopolitical conflicts involving Iran, military actions in the Middle East, and the war in Ukraine may adversely affect global economic conditions and cause significant volatility in the trading price of Class A Ordinary Shares.
BVI laws may provide less protection for minority shareholders compared to U.S. law.
Loss of foreign private issuer status could result in significant additional costs and expenses due to increased U.S. reporting requirements.

Future Outlook

The company plans to use IPO proceeds for strategic acquisitions and joint ventures within the financial service industry, develop new products and diversify service offerings (including unsecured loans, ESG financing, and SME loans), expand geographical reach to overseas markets like the UK, US, and Canada, and further invest in information technology and optimize its online platform. The company expects its financial results for the year ending June 30, 2026, to be adversely affected by non-recurring listing expenses. It does not anticipate paying dividends in the foreseeable future, intending to retain earnings for business operations and expansion.

Management Comments

"We believe we were one of the first movers among mortgage loan brokerage companies in Hong Kong who have successfully developed a flexible and efficient fintech marketplace that connects borrowers and lenders."
"Leveraging our expertise in banking and financing industry, our broad network of lenders, and our advanced fintech platform, we provide borrowers with mortgage application simulation and access to multiple mortgage loan options from different lenders, rather than just multiple generic quotes from lenders standard pricing."
"Our management, however, will have significant flexibility and discretion to apply the net proceeds of this offering."
"We currently intend to retain all available funds and future earnings, if any, for the operation and expansion of our business and do not anticipate declaring or paying any dividends in the foreseeable future."
"Our directors are of the view that the financial results of FGHL for the year ending June 30, 2026, are expected to be adversely affected by the listing expenses in relation to the offering, the nature of which is non-recurring."

Industry Context

StockSavvy.ai notes that the Hong Kong mortgage lending business is a robust and dynamic industry, significantly contributing to the city's economy, driven by property transactions and refinancing. The market has experienced a downward trend in transaction volume and value since 2022 due to COVID-19 and interest rate hikes. However, recent governmental relaxation of mortgage loan restrictions and the expectation of interest rate drops are supportive factors. The industry is also undergoing digital adaptation, with online platforms streamlining the mortgage process. FGHL's focus on fintech and consultancy services aligns with the market's increasing demand for debt refinancing amidst these conditions.

Comparison to Industry Standards

The Hong Kong residential mortgage loan delinquency ratio was low at 0.13% as of January 31, 2026, indicating a high overall credit quality in the market, which is a positive benchmark for the industry.
FGHL's iMort platform was awarded the Credit Digitalization-Mortgage Loan in the Hong Kong Fintech Impetus Awards 2022, suggesting recognition for its technological innovation compared to industry peers.

Management Changes

Role	Previous Person	New Person	Effective Date	Reason
Independent Director Nominee	NA	Mr. Patrick Kwok Fai Lau	Immediately prior to effectiveness of registration statement	Appointment in connection with the IPO to establish corporate governance committees.
Independent Director Nominee	NA	Mr. John Cheung-wah Lam	Immediately prior to effectiveness of registration statement	Appointment in connection with the IPO to establish corporate governance committees.
Independent Director Nominee	NA	Ms. Ka Lee Lam	Immediately prior to effectiveness of registration statement	Appointment in connection with the IPO to establish corporate governance committees.

Corporate Governance

Change Type	Description	Effective Date	Impact Assessment
Committee Establishment	The company intends to establish an audit committee, a compensation committee, and a nominating and corporate governance committee under the board of directors upon the effectiveness of the registration statement.	Upon effectiveness of registration statement	Enhances corporate oversight and compliance with Nasdaq listing rules, addressing a previously identified material weakness related to the lack of an audit committee.
Director Independence	Three independent director nominees (Mr. Patrick Kwok Fai Lau, Mr. John Cheung-wah Lam, Ms. Ka Lee Lam) will join the board, satisfying Nasdaq independence requirements.	Immediately prior to effectiveness of registration statement	Strengthens board independence and aligns with best practices for public companies, addressing a previously identified material weakness.
Code of Business Conduct and Ethics Adoption	The board of directors has adopted a code of business conduct and ethics applicable to all directors, officers, and employees.	Prior to closing of public offering	Establishes ethical guidelines and promotes a culture of integrity, crucial for a newly public company.
Section 16(a) Reporting for Insiders	The Holding Foreign Insiders Accountable Act, effective March 18, 2026, mandates directors and officers of foreign private issuers to file Section 16(a) reports with the SEC.	2026-03-18	Increases transparency regarding insider ownership and trading activities, providing more information to shareholders, though principal shareholders who are not officers or directors remain exempt.

Legal Proceedings

As of the date of this prospectus, the company and its subsidiaries are not a party to, or aware of any threat of, any legal proceeding that is likely to have a material adverse effect on the business, financial condition, or operations.

Related Party Transactions

Acquisition of 97% of Fundermall Limited's issued share capital from Mr. Wai Kan Leung (director and shareholder) on August 21, 2023, for HK$10,001.
Remuneration paid to senior management (Mr. Kevin Wai Kei Ng, Mr. Wai Kan Leung, Mr. Jimmy Chun Ming Ho) totaling HK$3,591,334 in FY2025 and HK$1,049,881 (US$134,889) for the six months ended December 31, 2025.
Bank loan of HK$8,242,900 (US$1,050,064) obtained on July 29, 2022, jointly guaranteed by Mr. Kevin Ng and Mr. Wai Kan Leung.
Historical advances to and from related parties (FGO Limited, Fundergo Group Limited, Fundeer Capital Limited, Fundermall, New Age Financing Limited, Fundsups Limited, HKM Club Limited, Mr. Kevin Wai Kei Ng, Mr. Wai Kan Leung) were non-trade related, unsecured, interest-free, and without specific repayment terms, but these arrangements were discontinued since December 2023.
Professional and company fees paid by Fundergo on behalf of FGO Limited, Fundergo Group Limited, Fundeer Capital Limited, New Age Financing Limited, Fundsups Limited, and HKM Club Limited.
Fee income received by Fundergo on behalf of Fundeer Capital Limited for consultancy services (discontinued arrangement).
Agent fees paid by Fundergo on behalf of Fundeer Capital Limited (discontinued arrangement).
Management fees paid to Fundeer Capital Limited for corporate services (terminated on June 30, 2023).
Corporate office rental paid to New Age Financing Limited.

Stakeholder Impact

Shareholders: New investors will experience immediate and substantial dilution. The dual-class voting structure will limit the influence of Class A shareholders. Geopolitical risks and potential delisting under HFCAA could negatively impact share value. The company's decision not to pay dividends in the foreseeable future means returns will depend on share price appreciation.
Employees: The company plans to hire more qualified staff to address internal control weaknesses and manage growth, potentially creating new opportunities. Employee compensation and benefits are a significant cost.
Customers: The company aims to expand and diversify product offerings and geographical reach, potentially providing more tailored loan products and financing services. Continued investment in IT aims to improve user experience.
Lenders: The company serves as a partner for customer acquisition. Its success depends on maintaining strong relationships with banks and private credit lenders. Fluctuations in interest rates could affect lenders' willingness to participate.
Regulatory Authorities: The company is subject to SEC, Nasdaq, BVI, and Hong Kong regulations. Compliance with new rules, especially those related to PRC oversight and auditor inspections, is critical and could incur significant costs.

Next Steps

Complete the initial public offering and listing of Class A Ordinary Shares on the Nasdaq Capital Market.
Remediate identified material weaknesses in internal control over financial reporting by hiring qualified staff and establishing an audit committee.
Pursue acquisitions of companies and/or formation of joint ventures within the financial service industry value chain.
Develop new products and diversify service offerings, including unsecured loans, ESG related financing, and SME loans.
Expand geographical reach to overseas markets, specifically the UK, the US, and Canada, by establishing partnerships with local lenders.
Further invest in information technology and optimize the online platform to improve user experience and operational efficiency.
Directors and officers of foreign private issuers will begin filing Section 16(a) reports with the SEC, effective March 18, 2026.

Key Dates

Date	Description
2004-02-01	Mr. Kevin Wai Kei Ng started his career at Shanghai Commercial bank.
2004-02-01	Mr. Wai Kan Leung started his career as a senior marketing officer at Dah Sing Bank Limited.
2007-10-01	Mr. Jimmy Chun Ming Ho began his career at Eddie M.T.NG & Co.
2014-11-27	Richest View (HK) Limited incorporated in Hong Kong.
2019-07-22	FG Holdings Limited incorporated in the British Virgin Islands.
2019-07-23	Fundergo Limited established in Hong Kong.
2020-01-01	Fundergo launched its website (www.fundergo.com).
2020-06-05	Fundergo acquired the entire issued share capital of Richest View.
2020-06-30	Hong Kong National Security Law adopted by the Standing Committee of the PRC National People's Congress.
2020-07-14	Former U.S. President Donald Trump signed the Hong Kong Autonomy Act (HKAA) into law.
2020-11-24	Fundermall Limited established in Hong Kong.
2021-07-06	General Office of the Communist Party of China Central Committee and the General Office of the State Council jointly issued a document to crack down on illegal activities in the securities market.
2021-07-10	CAC issued a revised draft of the Measures for Cybersecurity Review for public comments.
2021-10-08	Personal Data (Privacy) (Amendment) Ordinance 2021 (PDPAO) came into effect in Hong Kong.
2021-11-01	Last PCAOB inspection of WWC, P.C. (auditor).
2021-12-02	SEC adopted amendments to finalize rules implementing submission and disclosure requirements in the HFCAA.
2021-12-16	PCAOB issued a report on its determination that it was unable to inspect or investigate completely PCAOB-registered public accounting firms headquartered in Mainland China and Hong Kong.
2021-12-23	Accelerating Holding Foreign Companies Accountable Act (AHFCAA) enacted, amending HFCAA to reduce non-inspection years from three to two.
2021-12-28	CAC jointly with relevant authorities formally published Measures for Cybersecurity Review (2021).
2022-02-15	Measures for Cybersecurity Review (2021) took effect, replacing former measures.
2022-07-29	Fundergo entered into a loan arrangement with HSBC Hong Kong.
2022-08-25	Drawdown of HSBC loan.
2022-08-26	CSRC, MOF, and PCAOB signed a Statement of Protocol (Protocol) to allow PCAOB inspections in Mainland China and Hong Kong.
2022-12-15	PCAOB determined it had complete access to inspect and investigate registered public accounting firms headquartered in Mainland China and Hong Kong and vacated its previous determinations.
2022-12-29	Consolidated Appropriations Act, 2023, signed into law, containing identical provision to AHFCAA.
2023-03-01	Tenancy Agreement between Fundergo Limited and New Age Financing Limited dated.
2023-03-31	Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies came into effect.
2023-07-01	Company adopted ASU 2016-13 (CECL) using modified retrospective method.
2023-07-01	Share restructuring and Share Subdivision retroactively reflected from this date.
2023-07-01	HKMA eased pressure of first-time home buyers by raising loan-to-value ratio from 60% to 70%.
2023-08-16	Tenancy Agreement between Fundergo Limited and Keal Capital Limited dated.
2023-08-21	FGHL acquired 97% and 3% of Fundermall from Mr. Wai Kan Leung and an Independent Third Party, respectively.
2023-12-01	Related party advances to/from related parties discontinued.
2023-12-15	Lease commencement date for carparking space at Central, Hong Kong (2-year term).
2024-01-03	Licence Agreement between Fundergo Limited and Hip Shing Hong (Agency) Limited dated.
2024-02-01	HKMA further eased pressure of self-occupation home buyers by raising loan-to-value ratio to 70% for properties valued at HK$30 million or below and 60% for properties valued at HK$35 million or above.
2024-06-01	HKMA announced relaxation of restriction in February 2024 to be broadened to include mortgage applications for residential properties under construction for self-occupation where provisional sale and purchase agreements were signed before February 28, 2024.
2024-08-01	HKMC Insurance Limited announced new arrangement to support homeowners under the Mortgage Insurance Programme (MIP).
2024-08-14	Tenancy Agreement between Fundergo Limited and Keal Capital Limited dated.
2024-09-01	US Federal Reserve lowered federal fund rate by 25-basis points.
2024-10-01	HKMA announced to standardize loan-to-value ratio for all property types at 70% and debt servicing ratio limit at 50% for all residential and non-residential properties.
2024-10-01	Hong Kong Deposit Protection Board compensation limit increased to HK$800,000.
2024-11-07	US Federal Reserve lowered federal fund rate by 25-basis points.
2024-11-12	Each issued share of FGHL (Class A or Class B) was subdivided into two shares of the same class.
2024-11-18	Initial filing date of the Registration Statement on Form F-1.
2024-12-01	HKMA introduced a one-off special scheme for residential mortgage loans for eligible buyers who opted for stage payment plans during 2021-2023.
2024-12-18	US Federal Reserve lowered federal fund rate by 25-basis points.
2025-01-01	FASB ASU No. 2025-01 (Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures) issued, clarifying effective date for public business entities as annual periods beginning after December 15, 2026.
2025-01-24	License Agreement of Car Parking Space between Fundergo Limited and The Center (Car Parks 3) Limited dated.
2025-07-01	Company adopted ASU 2023-07 (Segment Reporting) retrospectively.
2025-07-01	FASB ASU No. 2025-05 (Financial Instruments – Credit Losses) issued, effective for annual reporting periods beginning after December 15, 2025.
2025-08-01	Group renewed lease agreement for corporate office for one year from September 1, 2025 to August 31, 2026.
2025-08-21	Group entered into a new lease agreement for a residential unit for two years from August 29, 2025 to August 28, 2027.
2025-08-28	Lease commencement date for new residential unit for director.
2025-09-01	Increased monthly rent for corporate office premises started.
2025-09-18	US Federal Reserve lowered federal fund rate by 25-basis points.
2025-10-01	FASB ASU 2023-06 (Disclosure Improvements) issued, effective for entities subject to SEC disclosure requirements on date SEC removes related disclosure from its rules, or two years later for others.
2025-10-30	US Federal Reserve lowered federal fund rate by 25-basis points.
2025-11-25	Engagement Date with D. Boral Capital LLC as Representative.
2025-12-08	Group renewed lease arrangement for two car parking spaces for two years from December 15, 2025 to December 14, 2027.
2025-12-11	US Federal Reserve lowered federal fund rate by 25-basis points; HKMA announced downward adjustment of 175-basis points on Base Rate to 4%.
2025-12-18	Holding Foreign Insiders Accountable Act enacted, mandating Section 16(a) reports for FPI directors and officers effective March 18, 2026.
2025-12-18	Group renewed lease arrangement for a car parking space for one year from February 3, 2026 to February 2, 2027.
2025-12-31	End of the six-month interim reporting period.
2026-01-06	Date of Independent Registered Public Accounting Firm's report on consolidated financial statements for years ended June 30, 2024 and 2025.
2026-02-01	Heightened military conflict involving the United States, Israel, and Iran escalated significantly.
2026-02-27	HKMA announced residential mortgage loan delinquency ratio as of January 31, 2026, was 0.13%.
2026-03-17	Filing date of Amendment No. 13 to Form F-1.
2026-03-17	Date of Independent Registered Public Accounting Firm's review report on unaudited interim condensed consolidated financial statements for six months ended December 31, 2024 and 2025.
2026-03-18	Effective date for Section 16(a) reports for directors and officers of foreign private issuers.
2026-09-30	Anticipated availability of audited financial statements for the fiscal year ended June 30, 2026.

Keywords

FG Holdings Limited, IPO, Nasdaq, FGO, Hong Kong, Financial Services, Mortgage Brokerage, Fintech, Private Credit, Consultancy Services, SEC Filing, F-1/A, Dual-Class Shares, Risk Factors, PCAOB, HFCAA, AHFCAA, Cybersecurity Review, CSRC, Real Estate Market, Hong Kong National Security Law, Capital Raise, Dilution, Emerging Growth Company, Foreign Private Issuer

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