Eastern International ELOG

Eastern International: securities offering (amended)

Form
F-1/A
Filed
Importance
Routine

Not explained yet; the original is on EDGAR.

Securities offering (amended)

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What changed since the last draft

1 change since the F-1 filed Sep 3, 2024

Compared with the F-1 0001493152-24-034790, filed Sep 3, 2024.

  1. Changed Risk factors

    our initial public offering price is substantially higher than our pro forma net tangible book value per…

    Adds "$3.28".

    From the filings

    Before

    our initial public offering price is substantially higher than our pro forma net tangible book value per share, you will experience immediate and substantial dilution. you purchase Ordinary Shares in this offering, you will pay more for your Ordinary Shares than the amount paid by existing shareholders for their Ordinary Shares on a per Ordinary Share basis. As a result, you will experience immediate and substantial dilution of $[ ] per Ordinary Share, representing the difference between (i) our as adjusted net tangible book value per Ordinary Share of $[ ] as of March 31, 2024, after giving effect to this offering, and (ii) the assumed initial public offering price per share of $[ ] per Ordinary Share. See "Dilution" for a more complete description of how the value of your investment in our Ordinary Shares will be diluted upon the completion of this offering.

    Now

    our initial public offering price is substantially higher than our pro forma net tangible book value per share, you will experience immediate and substantial dilution. you purchase Ordinary Shares in this offering, you will pay more for your Ordinary Shares than the amount paid by existing shareholders for their Ordinary Shares on a per Ordinary Share basis. As a result, you will experience immediate and substantial dilution of $3.28 per Ordinary Share, representing the difference between (i) our as adjusted net tangible book value per Ordinary Share of $1.22 as of March 31, 2024, after giving effect to this offering, and (ii) the assumed initial public offering price per share of $4.50 per Ordinary Share, the mid-point of the estimated range of the initial public offering price shown on the front cover of this prospectus. See "Dilution" for a more complete description of how the value of your investment in our Ordinary Shares will be diluted upon the completion of this offering.
Show the redline

Section by section. Added words and removed words against the earlier filing.

Cover page 1 change

filed with the U.S. Securities and Exchange Commission On September 3, October 1, 2024

84 unchanged paragraphs

Risk factors 1 change

268 unchanged paragraphs

you purchase Ordinary Shares in this offering, you will pay more for your Ordinary Shares than the amount paid by existing shareholders for their Ordinary Shares on a per Ordinary Share basis. As a result, you will experience immediate and substantial dilution of $[ ] $3.28 per Ordinary Share, representing the difference between (i) our as adjusted net tangible book value per Ordinary Share of $[ ] $1.22 as of March 31, 2024, after giving effect to this offering, and (ii) the assumed initial public offering price per share of $[ ] $4.50 per Ordinary Share, the mid-point of the estimated range of the initial public offering price shown on the front cover of this prospectus. See "Dilution" for a more complete description of how the value of your investment in our Ordinary Shares will be diluted upon the completion of this offering.

69 unchanged paragraphs

Principal stockholders 8 changes

4 unchanged paragraphs

Shares Beneficially Owned Prior to This Offering

Ordinary Shares Beneficially Owned Prior to This Offering

Ordinary Shares Beneficially Owned After This Offering

Preferred Shares Beneficially Owned After This Offering

Prior to and After This Offering

Aggregated Voting Power Before

Aggregated Voting Power After This

Name of Beneficial Owners

Exhibits 4 changes

2 unchanged paragraphs

Second Amended and Restated Memorandum and Articles of Association**

1 unchanged paragraph

of Ogier as to the legality of the Ordinary Shares being registered and certain Cayman Islands tax matters* of Zhonglun Law Firm regarding PRC legal matters* 10.1 Employment Agreement by and between Albert Wong and the Company dated February 8, 2024 *** 10.2 Employment Agreement by and between Chung Leung Cheung and the Company dated February 8, 2024 *** 10.3 Employment Agreement by and between Lin Tan and the Company dated February 8, 2024 *** of Indemnification Agreement by between the Company and its directors and executive officers* 21.1 List of subsidiaries of the Registrant*** 23.1 Consent of WWC, P.C.** 23.2 Consent of Ogier (included in Exhibit 5.1)* 23.3 Consent of Zhonglun Law Firm (included in Exhibit 8.1)* 23.4 Consent of CEVSN Information Consulting Co., Ltd. *** 23.5 Consent of CFN Lawyers* 24.1 Power of Attorney (included on the signature page of this Registration Statement) 99.1 Code of Business Conduct and Ethics* Filing Fee Table*** * To be filed by amendment ** Filed herewith *** Previously filed (b) Financial Statement Schedules Schedules have been omitted because the information required to be set forth therein is not applicable or is shown in the consolidated financial statements or the notes thereto.

17 unchanged paragraphs

to the requirements of the Securities Act of 1933, as amended, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Suzhou, on September 3, October 1, 2024.

7 unchanged paragraphs

to the requirements of the Securities Act of 1933, as amended, the undersigned, the duly authorized representative in the United States of Eastern International Inc. has signed this registration statement on September 3, October 1, 2024.

1 unchanged paragraph

Unchanged: MD&A, Prospectus summary, The offering, Forward-looking statements, Use of proceeds, Dividend policy, Capitalization, Dilution, Market risk, Legal proceedings, Management, Properties, Plan of distribution, Financial statements, Notes to the financial statements, Business

Compared by code from the two drafts’ text: offering terms first, then sections and risk factors added or removed, numbers that moved, and rewording. No model wrote this list. Not investment advice.

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