According to the new overseas listing and filing regulations for domestic companies that came into effect on March 31, 2023, companies chose to list H-shares in Hong Kong. The original path of big and small is a thing of the past. Companies listed overseas can directly submit a prospectus, and the roadmap will be replaced by a “filing notice”.
On June 27, 2024, the International Cooperation Department of the China Securities Regulatory Commission issued a filing notice for the overseas issuance and listing of Numans Health Food Holdings Company Limited (Numans Health Food Holdings Co., Ltd.) (Numans Health Food Holdings Co., Ltd.) (China Securities Regulatory Commission (2024) No. 1330).
The details of the filing notice are as follows:
Numans Health Food Holdings Company Limited (Numans Health Food Holdings Limited):
Your company has received the filing materials for overseas distribution and listing submitted by Jinnewmans (Shanghai) Food Co., Ltd., a domestic operating entity. According to the “Securities Law of the People's Republic of China”, “Trial Measures on the Administration of Overseas Issuance and Listing of Domestic Enterprises”, etc., I will notify the filing matters as follows:
1. Your company intends to issue no more than 287,500,000 overseas listed common shares and list them on the Hong Kong Stock Exchange.
2. From the date this filing notice is issued until the end of this overseas issuance and listing, if important matters occur in your company, it shall be reported through the China Securities Regulatory Commission's filing management information system in accordance with the relevant regulations on overseas issuance and listing of domestic enterprises.
3. Within 15 working days after completing the overseas issuance and listing, your company shall report the issuance and listing status through the China Securities Regulatory Commission's Filing Management Information System. Your company should strictly abide by relevant domestic and foreign laws, regulations and rules during overseas issuance and stock conversion processes.
4. If your company has not completed overseas distribution and listing within 12 months from the date of issuance of this filing notice and plans to proceed further, the filing materials should be updated.
This filing notice only confirms the company's overseas issuance and listing registration information. It does not indicate that the China Securities Regulatory Commission has made a substantive judgment or guarantee on the investment value of the enterprise's securities or investors' returns, nor does it indicate that the China Securities Regulatory Commission guarantees or determines the authenticity, accuracy, or completeness of the enterprise's filing materials.
China Securities Regulatory Commission International Cooperation Department
June 27, 2024
According to the Hong Kong Stock Exchange listing rules, companies are required to submit a “Notice of Filing” at least 4 business days before the date of approval of the hearing, which means that Newmans has obtained the preliminary requirements to conduct a Hong Kong listing hearing, or will soon hold a listing hearing on the Hong Kong Stock Exchange.
Newmans, recently submitted a prospectus on the Hong Kong Stock Exchange on December 29, 2023. Its main intermediary teams include: Caitong International Finance as its sole sponsor; CIA Zhong Huan as its auditor; Commerce and Wan & Tang are its Chinese lawyers and the company's Hong Kong and US lawyers respectively; Guo Hao and Kou Chen are respectively the Chinese lawyers and Hong Kong lawyers of the brokerage firm; and Frost Sullivan as their industry advisors.
Newmans is mainly engaged in marketing, sales and distribution of finished nutritional products in China, and is sold under the exclusive brands “Newmans” and “Nemans” (English Nemans). The products can be broadly divided into five categories, namely algae oil DHA, probiotics, vitamins, multi-dimensional nutrients, and algae calcium products. In addition, the company has also received a small amount of revenue from milk powder product sales since FY2022. According to Frost & Sullivan, Newmans's brand is one of the most recognized high-end DHA brands in China in 2022. Based on the total retail value of algae oil DHA products made from imported raw materials in 2022, Newmans is the largest domestic brand, with a market share of about 22.5%.
Newmans prospectus link:
https://www1.hkexnews.hk/app/sehk/2023/106105/documents/sehk23122902254_c.pdf