On March 22, 2024, Black Sesame International Holding Limited (“Black Sesame Smart”), the controlling shareholder of Black Sesame Intelligent Technology Co., Ltd. from Wuhan, Hubei, submitted a prospectus to the Hong Kong Stock Exchange to be listed on the Hong Kong Main Board. This is another application after its submission expired on June 30, 2023.
Black Sesame Intelligence is the first special technology company to apply for listing in accordance with Chapter 18C of the Hong Kong Stock Exchange listing rules. The company obtained an overseas listing filing notice from the China Securities Regulatory Commission (China Cooperation Letter [2023] No. 1677) on November 10, 2023.
Link to the Black Sesame Smart Prospectus:
Main business
Black Sesame Intelligence was founded in 2016 as a vehicle grade computing SoC and SoC-based smart car solution provider. It has designed two series of automotive-grade SoC, Huashan series high computing power SoC and Wudang series cross-domain SoC, starting and commercializing the Huashan series high computing power SoC focusing on autonomous driving applications, and recently launched the Wudang series cross-domain SoC to expand from core autonomous driving functions to cover more diverse and complex requirements for advanced functions of smart cars, including smart cockpits and automotive gateways. As a second-tier SoC provider*, the company operates in the middle of the autonomous driving value chain and provides autonomous driving products and solutions in the form of SoC-based bundled solutions and algorithm-based solutions.
* SoC is an integrated circuit that integrates central processing units, memory, I/O interfaces, and other critical electronic components.
* Tier 2 suppliers, companies in the automotive industry that supply parts or systems directly to tier 1 suppliers, and where tier 1 suppliers supply parts or systems directly to automotive OEMs
According to Frost & Sullivan data, Black Sesame Intelligence is the world's third-largest supplier in terms of shipments of automotive-grade high-computing power SoCs in 2022.
Black Sesame Intelligence is strategically prioritizing the development and commercialization of L2 to L3 grade products at this stage due to the company's excellent products and customer recognition:
As of March 13, 2024, the company has received intended orders for 23 models from 16 automotive OEMs and Tier 1 suppliers.
The company began mass production of Huashan A1000/A1000L SoC in 2022 and delivered more than 25,000 pieces. As of December 31, 2023, the total shipment volume of the company's flagship A1000 series SoC exceeded 152,000 pieces.
The company released the company's Wudang series of cross-domain SoCs in April 2023. According to Frost & Sullivan, it is the first product in the industry to integrate autonomous driving, smart cockpit, body control and other computing domains.
The company's customer base had 85 members as of December 31, 2023. As of March 13, 2024, the company has cooperated with more than 49 automotive OEMs and Tier 1 suppliers, such as FAW Group, Dongfeng Group, Jiangqi Group, Hechuang, Yikatong Technology, Baidu, Bosch, ZF and Marelli.
Shareholder structure
According to the prospectus, Black Sesame Smart has received 10 rounds of pre-listing investment, with an implied valuation of US$2,218 billion after the final C+ round of its investment.
According to the prospectus, assuming the ESOP platform and 64 employees' shares are issued, Black Sesame Intelligence is in the shareholder structure before listing,
Mr. Shan Jizhang holds 8.33% of the shares;
Mr. Liu Weihong holds 0.00002% of shares through Ruby Wealth and 2.78% of shares through New Key Trade;
Ms. Wang Qi, holds 0.87% of the shares through Marvel Stars;
Ms. Pan Dan (Mr. Shan's spouse) holds 1.57% of the shares;
Mr. Xiong Chenyu holds 0.60% of the shares;
Mr. Gu Qun holds 0.30% of the shares;
Mr. Du Hao, through Feitong, holds 0.24% of the shares;
Excellent Ocean Trust (ESOP platform), holding 4.95% of the shares;
65 employees, holding 3.34% of the shares;
Mr. Shan controls 22.98% of the total shares of the above shareholders through actual holding and voting rights entrustment agreements. As of the date of the prospectus, he has the right to exercise 55.99% of the voting rights. After listing, the weighted voting structure will be terminated.
Leading experienced independent investors
Northern Light shareholders, holding 9.60% of shares through Northern Light Venture Fund IV, L.P., 0.79% of Northern Light Strategic Fund IV, L.P., and 0.13% of Northern Light Partners Fund IV, L.P.;
Haisong shareholders hold 2.01% of shares through Oceanpine Investment Fund II LP and 3.46% of Bright Sapphire Holding Inc.
Other experienced independent investors
Shareholder Wu Yuefeng holds 2.78% of shares through Jiaxing Xincan Equity Investment and 4.26% of shares managed by Shanghai Jixin Enterprise;
Xiaomi shareholders hold 3.71% of the shares through Shanghai Ciyue Enterprise Management Consulting;
Tencent shareholders hold 3.55% of the shares through Image Structure Investment (Hong Kong) Limited;
Bank of China Investment shareholders, holding 2.72% of the shares through Chengjian Co., Ltd.;
The shareholders of SDIC Investment Group held 2.34% of the shares through the Advanced Manufacturing Industry Investment Fund Phase II;
Geely Group shareholders, holding 0.79% of shares through GCF Prosperity;
SAIC Motor shareholders hold 0.52% of shares through SAIC Technologies Fund II, LLC;
Other investors:
Great Bravo, holding 2.78% of the shares;
SL Capital Fund I, L.P, holds 2.32% of the shares;
Wuxi Fangzhou Investment Partnership, holding 1.88% of the shares;
MSA China Growth Fund II, L.P., holding 1.87% of the shares;
Beijing Core Energy Investment Fund holds 1.67% of the shares;
Dehong Enterprise Investment Co., Ltd., holding 1.58% of the shares;
Hina Group Fund IX, L.P, holds 1.52% of the shares;
Yichang Petroleum Technology Service Co., Ltd., holding 1.36% of the shares;
Delta Capital Growth Fund II, L.P., holds 1.24% of shares;
FutureX Lota Limited, holding 1.23% of the shares;
Hong Kong Red Star Macalline Global Home Furnishing holds 1.11% of the shares;
Shanghai Juyuan Qitai Investment Center partnered, holding 0.94% of the shares;
Shanghai Jixiu Management Consulting Partnership, holding 0.94% of the shares;
Jiangsu Guoshou Yuquan Equity Investment Center, holding 0.94% of the shares;
BITE Direct Fund III LP, holding 0.92% of the shares;
Shanghai Jisheng Enterprise Management Consulting, holding 0.85% of the shares;
Beijing Xingtou Youxuan Venture Capital Fund LP, holding 0.85% of the shares;
Yinuo Evergreen Investment Limited Partnership, holding 0.82% of the shares;
Jumbo Sheen Fund No. 6 LP, holding 0.80% of the shares;
Wentianxia Technology Group Co., Ltd. holds 0.80% of the shares;
Tuanzhi Holdings Co., Ltd., holding 0.79% of the shares;
Xinzhifeng (Wuhan) equity investment fund partnership, holding 0.79% of the shares;
WingSky Investments Limited, holding 0.57% of the shares;
Xiamen Datai Yuecheng Venture Capital, holding 0.55% of the shares;
Guangfa Lighthouse Capital holds 0.54% of the shares;
FutureX Lambda Limited holds 0.49% of the shares;
Shenzhen Yangzi Xinzhi Artificial Intelligence Investment, holding 0.47% of the shares;
Jiaxing Soft Shan Vojie Venture Capital, holding 0.47% of the shares;
Shanghai Zhang Jiang Suifeng Innovation Equity Investment, holding 0.46% of the shares;
Shenzhen Yangzi Xinhui Artificial Intelligence Investment, holding 0.43% of the shares;
Xunlong Co., Ltd., holding 0.39% of the shares;
Zhaoxiang Investment Co., Ltd., holding 0.38% of the shares;
Zhuohui Technology Investment Co., Ltd., holding 0.72% of the shares;
Shenzhen Runxin's new vision strategy private equity investment in emerging industries, holding 0.38% of the shares;
EI Camino Fund, L.P., holds 0.33% of shares;
Jun Dao SPC Fund holds 0.32% of the shares;
FutureX Gamma Limited, holding 0.31% of the shares;
Zto Wlm Holding Limited, holding 0.31% of the shares;
Fusai Auto Electronics holds 0.31% of the shares;
Suzhou Yuanhe Puhua Zhixin equity investment, holding 0.31% of the shares;
Hua Capital Integrated Circuit Fund, holding 0.31% of the shares;
Wealth Plus Investments Limited, holding 0.31% of the shares;
Hong Kong Tianji Co., Ltd., holding 0.29% of the shares;
Zaozhuang Guoqi invests in the smart semiconductor industry, holding 0.28% of the shares;
Changjiang Industrial Investment Fund, holding 0.26% of the shares;
Fenghe Heron Limited, holding 0.26% of the shares;
Boyuan Black Seasome Holdings, holding 0.24%;
Wenceslas Holding holds 0.24% of the shares;
Shanghai Shichuan2 Smart Technology Partnership, holding 0.24% of shares;
Shanghai to Linyi Qu venture capital partnership, holding 0.24% of the shares;
EI Camino Fund Infinity, L.P., holds 0.22% of the shares;
Hubei Lenovo Changjiang Science and Technology Industry Fund holds 0.21% of the shares;
Yao, Zhiyong, holds 0.19% of the shares;
Jiaxing Linqing Equity Investment holds 0.19% of the shares;
Chuangtai Co., Ltd., holding 0.18% of the shares;
Jiayuan Holdings Co., Ltd., holding 0.18% of the shares;
China Merchants Innovation Investment Fund, holding 0.18% of the shares;
Lin, Hans, holding 0.11%;
Li, Zhongyue, holds 0.09% of shares;
Gao Investment Holdings Preferred No. 2 (Wuhan) Venture Capital Fund, holding 0.09% of the shares;
Beijing Zhixin Xinyuan equity investment, holding 0.09% of the shares;
Hanyuan Xuanhuai Investment of Zhuhai Jiaotong University holds 0.09% of the shares;
Lecang International holds 0.06% of the shares;
Nantong Pegasus equity investment, holding 0.05% of the shares.
Directors and Executives
The board of directors of Black Sesame Intelligence consists of 7 directors, including 3 executive directors (Mr. Shan Jizhang, Mr. Liu Weihong, and Mr. Zeng Daibing), 1 non-executive director (Dr. Yang Lei), and 3 independent non-executive directors (Professor Li Qingyuan, Professor Long Wenmao, and Professor Xu Ming).
In addition to the executive director, executives include Mr. Yang Yuxin, Chief Marketing Officer.
Company performance
According to the prospectus, in the past 2021, 2022 and 2024, Black Sesame Smart's revenue was RMB61 million, 165 million and RMB312 million, respectively. Net losses for the corresponding period were RMB 2,357 million, RMB 2,754 million and RMB 4.855 billion respectively. Adjusted net losses for the corresponding period were RMB 614 million, RMB 700 million and RMB 1,244 million respectively.
Intermediary team
The intermediary team of Black Sesame Intelligence's IPO mainly includes: CICC and Huatai International as co-sponsors and overall coordinators; CCB International as the overall coordinator; PricewaterhouseCoopers as its auditors; Zhong Lun and Gao Weishen are the company's Chinese lawyers and the company's Hong Kong and US lawyers respectively; Jun He and Wilson Sanzini are their Chinese lawyers, and Hong Kong and US lawyers respectively; and Frost Sullivan as independent industry advisors.