SuperX AI Technology Ltd 6-K, filed Apr 22, 2024
SuperX AI Technology Ltd (SUPX)
About this 6-K
SuperX AI Technology Ltd filed this 6-K on April 22, 2024.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April 2024
Commission File Number: 001-42013
Junee Limited
Studio 20, 11 F, International Plaza, 20 Sheung
Yuet Road,
Kowloon Bay, Kowloon, Hong Kong
(+852) 2780 7733
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
Pricing and Closing of Initial Public Offering
On April 19, 2024, Junee Limited, an exempted company formed in the British Virgin Islands (the “Company”), closed its initial public offering (the “IPO”) of 2,000,000 ordinary shares, no par value per share (the “Ordinary Shares”). The Company completed the IPO pursuant to its registration statement on Form F-1 (File No. 333-266116), which was initially filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 13, 2022, as amended, and declared effective by the SEC on April 1, 2024. The Ordinary Shares were priced at $4.00 per share, and the offering was conducted on a firm commitment basis. The Ordinary Shares were previously approved for listing on the Nasdaq Capital Market and commenced trading under the ticker symbol “JUNE” on April 17, 2024.
In connection with the IPO, the Company entered into an underwriting agreement, dated April 17, 2024, with Spartan Capital Securities, LLC (“Spartan”), as representative of the underwriters with respect to the IPO.
In connection with the IPO, the Company issued a press release on April 17, 2024, announcing the pricing and trading of the IPO, and a press release on April 19, 2024, announcing the closing of the IPO, respectively.
Copies of the two press releases are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.
This report does not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Junee Limited | ||
| Date: April 22, 2024 | By: | /s/ Wai King (Vincent) Or |
| Name: | Wai King (Vincent) Or | |
| Title: | Executive Director | |
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EXHIBIT INDEX
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Exhibit 99.1
Junee Limited Announces Pricing of $8 Million Initial Public Offering
Hong Kong, April 17, 2024 (GLOBE NEWSWIRE) -- Junee Limited (the “Company” or “Junee”), a provider of interior design, fit-out and maintenance services in Hong Kong, today announced the pricing of its initial public offering (the “Offering”) of 2,000,000 ordinary shares at a price of $4.00 per share. The ordinary shares have been approved for listing on the Nasdaq Capital Market and are expected to commence trading on April 17, 2024 under the ticker symbol “JUNE”.
The Company expects to receive aggregate gross proceeds of $8 million from the Offering, before deducting underwriting discounts and other related expenses. The Offering is expected to close on or about April 19, 2024, subject to the satisfaction of customary closing conditions. In addition, the Company has granted the underwriters a 45-day option to purchase up to an additional 300,000 ordinary shares at the public offering price, less underwriting discounts.
Proceeds from the Offering will be primarily for the following: expanding service capacity, potential strategic investment and acquisitions and general working capital.
The Offering is being conducted on a firm commitment basis. Spartan Capital Securities LLC is acting as sole book runner and lead underwriter for the Offering. Hunter Taubman Fischer & Li LLC is acting as U.S. securities counsel to the Company, and FisherBroyles, LLP is acting as U.S. counsel to Spartan Securities LLC in connection with the Offering.
A registration statement on Form F-1 relating to the Offering has been filed with the U.S. Securities and Exchange Commission (the “SEC”) (File Number: 333-266116) and was declared effective by the SEC on April 1, 2024. The Offering is being made only by means of a final prospectus, forming a part of the registration statement. Copies of the prospectus relating to the Offering may be obtained, when available, from Spartan Capital Securities LLC, 45 Broadway, 19th Floor, New York, NY 10006, Attention: Kim Monchik by email at kmonchik@spartancapital.com, or by calling (877)772-7818. The final prospectus will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov.
Before you invest, you should read the prospectus and other documents the Company has filed or will file with the SEC for more information about the Company and the Offering. This press release does not constitute an offer to sell, or the solicitation of an offer to buy any of the Company’s securities, nor shall there be any offer, solicitation or sale of any of the Company’s securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.
About Junee Limited
Junee Limited and its wholly-owned subsidiary, OPS Interior Design Consultant Limited ("OPS HK"), provides quality interior design, fit-out and maintenance services to both residential and commercial clients in the Hong Kong interior design market. The interior design service involves preliminary consulting services, conceptualizing clients' design ideas with layout plans, and producing detailed design drawings. Fit-out work generally includes any activities making an interior space suitable for residential or commercial purposes.
OPS HK also provides a broad range of repair and maintenance services, including routine home condition upkeep services. OPS HK won the Muse Design Award in 2020, and was the given Most Valuable Companies in Hong Kong Award 2020 by Mediazone.
Forward-Looking Statements
Certain statements in this announcement are forward-looking statements, including but not limited to, the Company's proposed Offering. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs, including the expectation that the Offering will be successfully completed. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “potential,” “continue” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company's registration statement and other filings with the SEC, which are available for review at www.sec.gov.
For more information, please contact:
Junee Limited
Phone: (+852) 2780 7733
Email: juneeltd@gmail.com
Exhibit 99.2
Junee Limited Announces Closing of $8 Million Initial Public Offering
Hong Kong, April 19, 2024 (GLOBE NEWSWIRE) -- Junee Limited (the “Company” or “Junee”), a provider of interior design, fit-out and maintenance services in Hong Kong, today announced the closing of its initial public offering (the “Offering”) of 2,000,000 ordinary shares at a price of $4.00 per share. The ordinary shares began trading on the Nasdaq Capital Market on April 17, 2024 under the ticker symbol “JUNE”.
The Company received aggregate gross proceeds of $8 million from the Offering, before deducting underwriting discounts and other related expenses. In addition, the Company has granted the underwriters a 45-day option to purchase up to an additional 300,000 ordinary shares at the public offering price, less underwriting discounts.
Proceeds from the Offering will be primarily for the following: expanding service capacity, potential strategic investment and acquisitions and general working capital.
The Offering was conducted on a firm commitment basis. Spartan Capital Securities LLC acted as sole book runner and lead underwriter for the Offering. Hunter Taubman Fischer & Li LLC acted as U.S. securities counsel to the Company, and FisherBroyles, LLP acted as U.S. counsel to Spartan Securities LLC in connection with the Offering.
A registration statement on Form F-1 relating to the Offering has been filed with the U.S. Securities and Exchange Commission (the “SEC”) (File Number: 333-266116) and was declared effective by the SEC on April 1, 2024. The Offering was made only by means of a final prospectus, forming a part of the registration statement. Copies of the prospectus relating to the Offering may be obtained from Spartan Capital Securities LLC, 45 Broadway, 19th Floor, New York, NY 10006, Attention: Kim Monchik by email at kmonchik@spartancapital.com, or by calling (877)772-7818. The final prospectus has been filed with the SEC and is available on the SEC’s website located at http://www.sec.gov.
Before you invest, you should read the prospectus and other documents the Company has filed or will file with the SEC for more information about the Company. This press release does not constitute an offer to sell, or the solicitation of an offer to buy any of the Company’s securities, nor shall there be any offer, solicitation or sale of any of the Company’s securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.
About Junee Limited
Junee Limited and its wholly-owned subsidiary, OPS Interior Design Consultant Limited ("OPS HK"), provides quality interior design, fit-out and maintenance services to both residential and commercial clients in the Hong Kong interior design market. The interior design service involves preliminary consulting services, conceptualizing clients' design ideas with layout plans, and producing detailed design drawings. Fit-out work generally includes any activities making an interior space suitable for residential or commercial purposes.
OPS HK also provides a broad range of repair and maintenance services, including routine home condition upkeep services. OPS HK won the Muse Design Award in 2020, and was the given Most Valuable Companies in Hong Kong Award 2020 by Mediazone.
Forward-Looking Statements
Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “potential,” “continue” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company's registration statement and other filings with the SEC, which are available for review at www.sec.gov.
For more information, please contact:
Junee Limited
Phone: (+852) 2780 7733
Email: juneeltd@gmail.com