TH International Ltd

EFFECT effective

TH International Ltd filed a Form F-3 registration statement effective March 31, 2026, registering up to $30 million in securities including ordinary shares, preferred shares, warrants, subscription rights, and units. The filing details offerings by selling shareholders, including conversions of convertible notes and preferred shares, with no proceeds going to the company. The company is a Cayman Islands holding company operating in mainland China through subsidiaries.

DRS filed

TH International Ltd filed a Form F-3 registration statement for potential securities offerings, including ordinary shares, preferred shares, warrants, and units. The filing outlines offerings by selling shareholders, conversion of convertible notes, and subscription rights. The company, a Cayman Islands holding company, operates in China through subsidiaries, with risks tied to its corporate structure and regulatory environment. The filing emphasizes that securities will be offered in compliance with SEC rules and includes details on potential future offerings and distribution plans.

RW withdrawn

TH International Ltd submitted a request to withdraw its previously filed Registration Statement on Form F-1, which was never declared effective. The company states it no longer intends to register the securities and seeks a credit for fees paid. The withdrawal follows an earlier effectiveness notice for a Form F-4 filing in 2023.

EFFECT effective

TH International Ltd's registration statement on Form F-4 became effective on June 8, 2023, following an earlier F-1/A filing in December 2022. The current filing relates to a committed equity facility allowing the sale of up to 30,647,835 ordinary shares through Cantor, with potential gross proceeds of $100 million. The company, a Cayman Islands holding company with operations in China, is an emerging growth company and foreign private issuer.

F-1/A amended

TH International Ltd's F-1/A filing outlines a committed equity facility allowing Cantor to purchase up to 30,647,835 ordinary shares at 97% of the VWAP, with potential aggregate proceeds of $100M. The company is an emerging growth company and foreign private issuer, facing risks from its Cayman Islands holding company structure, PRC regulatory oversight, and foreign exchange controls. The filing highlights potential dilution from share sales and market price volatility.

EFFECT effective

TH International Ltd's Form F-1 registration statement became effective on December 22, 2022, allowing the company to offer up to 22,900,000 ordinary shares and 5,650,000 warrants. The filing relates to securities issuable upon exercise of warrants and shares held by selling securityholders, including legacy shares, sponsor shares, PIPE shares, and convertible note conversions. The registration satisfies registration rights granted to selling securityholders for future sales.

F-1/A amended

TH International Limited's F-1/A filing details the registration of up to 22,900,000 ordinary shares and 5,650,000 warrants, including shares from warrant exercises, sponsor agreements, and private placements. The prospectus outlines potential sales by Selling Securityholders, comprising 62,151,365 ordinary shares and 5,650,000 warrants, with risks tied to market price volatility, dilution, and ESA-related acceleration events. The filing emphasizes the company's emerging growth status and foreign private issuer exemptions.

F-1/A amended

TH International Ltd's F-1/A filing details the registration of up to 22,900,000 ordinary shares and 5,650,000 warrants, including shares from warrant exercises, sponsor agreements, and private placements. It also outlines the potential sale of 62,151,365 ordinary shares by Selling Securityholders, including legacy shares, conversion shares, and ESA-related securities. The filing highlights risks from market price volatility, large-scale sales, and the Equity Support Agreement (ESA) with specific acceleration clauses.

F-1 filed

The current filing relates to a registered offering of up to 30,647,835 ordinary shares by TH International Ltd. via a committed equity facility with Cantor, including potential gross proceeds of $100 million. The filing highlights risks related to the company's holding company structure, regulatory environment in China, and foreign exchange controls. It also emphasizes Cantor's role as a selling shareholder and the potential for significant dilution from share issuances.

F-1/A amended

TH International Ltd's F-1/A filing details the registration of up to 22,900,000 ordinary shares and 5,650,000 warrants for selling securityholders, including shares from legacy holders, sponsors, PIPE investors, and conversion of convertible notes. The filing highlights potential market price volatility from large-scale sales and emphasizes the company's structure as a Cayman Islands holding company with operations in China. It also outlines the role of underwriters and the impact of warrant exercises on proceeds.

F-1 filed

TH International Ltd's F-1 filing details the registration of up to 22,900,000 ordinary shares and 5,650,000 warrants for sale by selling securityholders, including shares from warrant exercises, private placements, and conversions. The filing outlines the company's structure as a Cayman Islands holding company with operations in mainland China, highlighting risks related to PRC regulatory scrutiny, foreign exchange controls, and potential market price volatility from large-scale sales. The company is an emerging growth company with reduced reporting requirements and a foreign private issuer status, exempt from certain U.S. exchange act rules.

8-A12B effective

TH International Ltd filed Form 8-A12B to register Class A ordinary shares and public warrants for listing on Nasdaq under symbols THCH and THCHW. The filing incorporates by reference disclosures from its prior Registration Statement (No. 333-259743) and confirms the securities' eligibility for trading on Nasdaq.

EFFECT effective

TH International Ltd filed a Form F-4 with the SEC, indicating the effectiveness of its securities registration on July 20, 2022. The filing confirms the company's compliance with regulatory requirements for the proposed offering, though no detailed financial or operational updates are provided in the text.