AiXin Life International, Inc. Files S-1/A Amendment

TL;DR

<b>AiXin Life International, Inc. has filed an S-1/A amendment, providing updated financial information and corporate details.</b>

AI Summary

AiXin Life International, Inc. (AIXN) filed a Amended IPO Registration (S-1/A) with the SEC on February 9, 2024. Filing is an S-1/A amendment for AiXin Life International, Inc. The company's fiscal year ends on December 31st. Business and mailing address located in Chengdu City, China. Former company name was MERCARI COMMUNICATIONS GROUP LTD. The filing includes financial data for periods ending September 30, 2023, December 31, 2022, and December 31, 2021.

Why It Matters

For investors and stakeholders tracking AiXin Life International, Inc., this filing contains several important signals. This S-1/A filing indicates the company is likely preparing for or undergoing a significant corporate event, such as an IPO or a major restructuring, requiring updated disclosures. The detailed financial data presented allows investors and analysts to assess the company's performance and financial health over recent periods.

Risk Assessment

Risk Level: low — AiXin Life International, Inc. shows low risk based on this filing. The filing is an S-1/A, which is an amendment to a registration statement, suggesting ongoing regulatory processes rather than immediate new financial events.

Analyst Insight

Monitor for further filings related to this S-1/A to understand the company's strategic direction and potential market activities.

Key Numbers

• 1231 — Fiscal Year End (Fiscal year end date)
• 2024-02-09 — Filing Date (Date of filing)
• 333-268190 — SEC File Number (SEC file number associated with the registration)

Key Players & Entities

• AiXin Life International, Inc. (company) — Filer name
• MERCARI COMMUNICATIONS GROUP LTD (company) — Former company name
• 0001493152-24-005769 (filing_id) — Accession number
• 2024-02-09 (date) — Filing date

Forward-Looking Statements

• AiXin Life International, Inc. will continue to operate under its current business classification. (AiXin Life International, Inc.) — high confidence, target: 2025-02-09
• Future filings will continue to provide quarterly financial updates. (AiXin Life International, Inc.) — high confidence, target: 2024-05-15

FAQ

Industry Context

The company operates within the retail drug stores and proprietary stores sector (SIC 5912).

Regulatory Implications

The filing is an S-1/A, indicating an amendment to a registration statement under the Securities Act of 1933.

What Investors Should Do

1. Review the full S-1/A document for detailed financial statements and risk factors.
2. Track future filings from AiXin Life International, Inc. for updates on their corporate activities.
3. Research the company's industry and competitive landscape.

Key Dates

• 2024-02-09: S-1/A Filing — Amendment to registration statement filed

Year-Over-Year Comparison

This is an amendment (S-1/A) to a previous filing, indicating updates or corrections to initial disclosures.

Key Financial Figures

• $9,500,000 — TUS AiXin Life International, Inc. [$9,500,000] Shares of Common Stock This is a p
• $0.00001 — lic offering of common stock, par value $0.00001 per share ("common stock"), by AiXin Li
• $4.00 — expect the public offering price to be $4.00 per share. The offering is being made
• $0.50 — r common stock on February 8, 2024, was $0.50 per share. There is a limited public tr

Filing Documents

• forms-1a.htm (S-1/A) — 3162KB
• ex1-1.htm (EX-1.1) — 234KB
• ex4-2.htm (EX-4.2) — 97KB
• ex5-1.htm (EX-5.1) — 24KB
• ex21-1.htm (EX-21.1) — 72KB
• ex23-1.htm (EX-23.1) — 3KB
• ex107.htm (EX-FILING FEES) — 39KB
• forms-1_001.jpg (GRAPHIC) — 10KB
• chart_001.jpg (GRAPHIC) — 868KB
• image_001.jpg (GRAPHIC) — 8KB
• image_002.jpg (GRAPHIC) — 5KB
• forms-1_003.jpg (GRAPHIC) — 5KB
• 0001493152-24-005769.txt (&nbsp;) — 14803KB
• aixn-20230930.xsd (EX-101.SCH) — 71KB
• aixn-20230930_cal.xml (EX-101.CAL) — 99KB
• aixn-20230930_def.xml (EX-101.DEF) — 268KB
• aixn-20230930_lab.xml (EX-101.LAB) — 443KB
• aixn-20230930_pre.xml (EX-101.PRE) — 356KB
• forms-1a_htm.xml (XML) — 2651KB

Underwriting

Underwriting discounts and commissions (1) $ 0.32 $ 760,000 Offering proceeds to us, before expenses $ 3.68 $ 8,740,000 (1) Does not include additional items of compensation payable to Boustead Securities, LLC, the underwriter, which includes warrants to purchase 5% of the aggregate number of shares issued in this offering, with an exercise price equal to 125% of the price per share sold in this offering. We have also agreed to reimburse the underwriter for certain accountable expenses incurred by them. See "Underwriting." We have also granted a 45-day option to the underwriter to purchase up to additional [356,250] shares of common stock solely to cover over-allotments, if any. The underwriter expects to deliver our shares of common stock to purchasers in this offering on or about [], 2024. The date of this prospectus is [], 2024 TABLE OF CONTENTS Page About This Prospectus 1 Prospectus Summary 2 The Offering 13

Forward-Looking Statements

Forward-Looking Statements 14

Use of Proceeds

Use of Proceeds 38 Capitalization 38

Dilution

Dilution 39 Market for Common Equity and Related Stockholder Matters 40 Selected Historical Financial and Operating Data 41

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 43

Business

Business 57 Directors and Executive Officers 62

Executive Compensation

Executive Compensation 67 Certain Relationships and Related Party Transactions 68

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 69

Description of Capital Stock

Description of Capital Stock 70 Shares Eligible for Future Sale 72

Underwriting

Underwriting 73 Experts 81 Where You Can Find More Information 81

Financial Statements

Financial Statements F-1 i ABOUT THIS PROSPECTUS This prospectus is part of a registration statement that we filed with the Securities and Exchange Commission (the " SEC " or the " Commission "). You should rely only on the information contained in this prospectus or any supplement or amendment hereto. Neither we, nor the underwriter have authorized any person to provide you with different information. Neither we, nor the underwriter are offering to sell, or seeking an offer to buy, our common stock in any jurisdiction where such offer or sale is not permitted. You should assume that the information contained in this prospectus and any supplement or amendment hereto is accurate only as of their respective dates, regardless of the time of delivery of this prospectus or of any sale of our common stock. Our business, financial condition, results of operations and prospects may have changed since that date. On October 27, 2020, we effected a 1-for-4 reverse split of our shares of common stock. Concurrently with the reverse split we reduced the number of our authorized shares of common stock from 900,000,000 shares to 500,000,000 shares. On February 17, 2023, we effected a 1-for-2 reverse split of our shares of common stock. At such time the number of our authorized shares of common stock remained 500,000,000 shares. On March 1, 2023, Quanzhong Lin entered into a Contribution Agreement wherein he agreed to contribute to the capital of AiXin Colorado seven million shares of common stock of AiXin Colorado effective upon effectiveness of the Registration Statement of which this prospectus is a part. Except as otherwise indicated, all share and per share numbers contained herein other than those set forth in the financial in the number of our shares of our common stock outstanding to occur as result of a contribution to our capital of

Business

Business We, AiXin Life International, Inc. ("AiXin Colorado," together with our Chinese Operating Companies and PRC Subsidiaries, as appropriate, referred to as "AiXin Life," the "Company", "we", "us" and "our" unless specified otherwise) are a Colorado holding company with no material operations of our own. We conduct substantially all of our operations through our wholly-owned operating companies in the PRC. This is an offering of common stock of our Colorado holding company. Therefore, you will not directly own any equity interests in our operating companies. Our subsidiaries are (i) AiXin (BVI) International Group Co., Ltd. ("AiXin BVI"), 100% owned by AiXin Colorado, (ii) HK AiXin International Group Co., Limited, a Hong Kong limited company ("AiXin HK"), 100% owned by AiXin BVI, and the following entities, each of which was organized in the PRC, is wholly-owned by AiXi

View Full Filing

View this S-1/A filing on SEC EDGAR