F-1/A: Webus International Limited Announces Proposed IPO and Resale of Ordinary Shares

Webus International Limited plans to offer 2,000,000 Ordinary Shares in an IPO and register up to 1,750,000 Ordinary Shares for resale by Selling Shareholders.

Summary

• Webus International Limited, a Cayman Islands exempted company, is planning an initial public offering (IPO) of 2,000,000 Ordinary Shares.
• The company has applied to list its Ordinary Shares on the Nasdaq Capital Market under the symbol WETO.
• The IPO price is expected to be between $4.00 and $5.00 per share.
• The company is also registering up to 1,750,000 Ordinary Shares for resale by Selling Shareholders.
• Webus will not receive any proceeds from the sale of shares by the Selling Shareholders.
• The company is an emerging growth company and a controlled company under Nasdaq rules.
• Webus operates in the Collective Mobility Service (CMS) market, providing mobility solutions through its subsidiaries and VIE agreements.
• The company's operations are primarily conducted in China and the United States.
• Webus faces risks related to its corporate structure, doing business in China, and the evolving regulatory environment.
• The company completed the CSRC filing in compliance with the New Overseas Listing Rules on April 2, 2024.

Sentiment

Score: 5

Explanation: The document presents a mixed outlook. While the company is pursuing growth strategies and has completed a key regulatory filing, it also faces significant risks and has experienced a decline in revenue and net losses. The sentiment is neutral, reflecting both opportunities and challenges.

Positives

• The company has completed the CSRC filing in compliance with the New Overseas Listing Rules.
• Webus has a high degree of digitalization and abundant, integrated resources.
• The company offers user-centered services and diverse, highly customizable travel solutions.
• The management team is experienced with international vision.

Negatives

• The company has a limited operating history and has incurred net losses for the years ended June 30, 2023 and 2024.
• The company faces intensive competition and may experience margin erosion.
• The company's operation mainly concentrates in one geographic area and has a substantial customer concentration.
• The company relies on cooperation with third parties and is subject to their performance.
• The company's projections, budgets, and revenues would be adversely affected by increases in labor costs, oil and natural gas prices.
• Newly developed public transportation infrastructure may reduce the demand for the company's services.

Risks

• The global coronavirus COVID-19 outbreak has caused significant disruptions to the travel industry, which we expect may have negative impact on our business, results of operations and financial condition.
• We are an exempted company incorporated in the Cayman Islands. As a holding company with no material operations, our operations were conducted by 1) our wholly-owned subsidiary Wetour in the United States; 2) our direct investment in Youba Tech and its subsidiary; and 3) through VIE Agreements with Youba Tech. There are substantial uncertainties regarding such corporate structure.
• Uncertainties exist as to our ability to use foreign currency, including the proceeds we received from this offering, and to capitalize or otherwise fund our PRC operations, which could materially and adversely affect our liquidity and our ability to fund and expand our business.
• The approval and/or other requirements of the CSRC or other PRC governmental authorities may be required in connection with this transaction under PRC rules, regulations or policies, and, if required, Webus cannot predict whether or how soon it will be able to obtain such approval.
• The Chinese government may intervene or influence our operations at any time or may exert more control over offerings conducted overseas and/or foreign investment in China-based issuers and that such actions by the Chinese government could cause the value of our securities to significantly decline or be worthless.
• The Holding Foreign Companies Accountable Act, or HFCAA and the related regulations might pose regulatory risks to and impose restrictions on us because of our operations in mainland China.

Future Outlook

The company plans to expand its customized tour and chartered car and bus services around the world, enhance big data and AI innovation, improve product content innovation capabilities, geographically broaden its service coverage, and pursue strategic alliances, acquisitions, and investments.

Management Comments

• Our mission is to make mobility easier and smarter by providing customers with customized commuter shuttle, charted car and bus, and travel services around the world through our global platform powered by big data and advanced algorithms.

Industry Context

The company operates in the Collective Mobility Service (CMS) market, which is expected to grow significantly. The company is positioning itself to capitalize on the increasing demand for personalized and high-quality travel experiences, particularly among Chinese-speaking customers.

Comparison to Industry Standards

• The document mentions competition with traditional local and international travel agencies.
• The document mentions strategic collaborations with large online travel platforms as their vertical business supplier, cooperating with local bus and car rental companies, and increasing online marketing and short video traffic advertising.
• The document mentions working with large traditional travel agencies and online platforms around the world (such as Alaska Skylar Travel LLC, Alaska Aurora Travel LLC, Expedia TAAP, Viator Partner, and Mei Tour) as well as online bus booking platform gotobus.

Related Party Transactions

• The company has entered into transactions with related parties, including loans from and to related parties, and accounts received on behalf of the Group by a related party.

Stakeholder Impact

• The offering will provide liquidity to existing shareholders.
• The company's growth strategies may benefit employees through increased job opportunities.
• Customers may benefit from improved services and product offerings.
• The company's performance will impact suppliers and partners.

Next Steps

• The company intends to list its Ordinary Shares on the Nasdaq Capital Market.
• The company plans to use the net proceeds from the offering for various purposes, including setting up a new subsidiary in the United States, working capital for China operations, and general corporate purposes.

Key Dates

Keywords

Ordinary Shares, Initial Public Offering, Webus International Limited, Resale, Selling Shareholders, China, VIE Structure, CSRC, Nasdaq, Travel Services, Mobility-as-a-Service