eyeownu
1 week ago
$GDHG some of youse should be veeery worried.. Activist Hedge Fund Fined for Secret Payments to Researcher
(Bloomberg) -- A sweeping US probe of activist short sellers has yielded its first notable punishment, while offering a rare glimpse into controversial collaborations between bearish researchers and hedge funds that place big bets against companies.
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The Securities and Exchange Commission fined affiliated money managers Anson Funds Management and Anson Advisors Inc. a total of $2.25 million on Tuesday, accusing them of hiding payments to an unidentified publisher of bearish research. A hedge fund they oversaw generated more than $4 million in gains in late 2018 by collaborating with the outsider on the negative reports and social media posts, the SEC said.
Anson secretly paid the researcher $1.1 million after their publication in September and October of that year, according to the SEC. The regulator says the payment was made through a third party.
The SEC didn’t identify the researcher, who the agency said publicly criticized Namaste Technologies and India Globalization Capital in September and October of that year. The months and targeted companies line up with bearish postings at the time by famed short-seller Andrew Left’s Citron Research.
Left, who wasn’t accused of wrongdoing by the regulator, declined to comment. Anson didn’t admit or deny the SEC’s allegations in settling.
A wide-ranging US effort to examine relationships between hedge funds and skeptical researchers began rattling the industry three years ago as investigators set out to gather information on dozens of money managers and activists, as well as transactions involving more than 50 stocks. At the time, people with knowledge of the inquiries said authorities were looking for evidence that short sellers were working together to improperly drive down stocks.
Anson was among the lesser-known names said to be facing scrutiny at the time.
The bearish takes on both companies were ultimately borne out, Anson said in a statement shared by Moez Kassam, the firm’s founder and principal. Shares of the companies, which later changed their names, now trade below their prices at the time. Spokespeople for the companies didn’t respond to messages seeking comment after normal business hours.
“Anson’s involvement not only benefited our own investors but also the broader market,” the firm said in the statement. “The SEC made no allegations that Anson ever disseminated any false or misleading information into the market, engaged in inappropriate trading or in any way breached its fiduciary duty to its investors.”
That echoes other defenders of short-seller practices who say they should be celebrated for helping to police markets, rather than vilified for knocking down overpriced stocks.
Still, the SEC faulted Anson for omitting key details in its communications with prospective investors. The agency said the firm should have disclosed that it worked with activist researchers and paid them a share of its profits.
“Anson Funds inaccurately recorded these payments as payments to the third-party intermediary for such research services and in doing so violated the Advisers Act books and records provisions,” the SEC said in an order. “Further, by failing to implement its written policies regarding the accuracy of records, Anson Funds violated the Advisers Act compliance rule.”
(Updates with addition details on payment in third paragraph.)
https://finance.yahoo.com/news/activist-hedge-fund-punished-secret-013001450.html
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they need to put em behind bars and set an fine example.
surfer44
2 weeks ago
Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
June 14 2024 - 4:10PM
Edgar (US Regulatory)
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 June 2024
Commission File Number: 001-41675
GOLDEN HEAVEN GROUP HOLDINGS LTD.
No. 8 Banhouhaichuan Rd
Xiqin Town, Yanping District
Nanping City, Fujian Province, China 353001
(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 ?
Entry Into Material Agreements
On June 9, 2024, Golden Heaven Group Holdings Ltd. (the “Company”) entered into a Strategic Investment Consulting Agreement (the “Investment Consulting Agreement”) with Xiangyun Investment Co., LTD., an investment and strategic consulting company located in Hong Kong (“Xiangyun”), pursuant to which the Company has agreed to (i) entrust Xiangyun to serve as an investment consultant to assist in introducing qualified strategic investors to the Company, (ii) issue to Xiangyun 2,500,000 Class A ordinary shares of the Company (“Class A Ordinary Shares”) as the basic service remuneration by August 31, 2024, and (iii) issue to Xiangyun an additional 2,500,000 Class A Ordinary Shares, if Xiangyun introduces qualified investors to the Company and such investment is completed within one year from the date of the Investment Consulting Agreement.
On June 13, 2024, the Company entered into a Strategic Acquisitions Consulting Agreement (the “Acquisitions Consulting Agreement”) with Lacius Investment Ltd., a strategic business management consulting company located in the Republic of Seychelles (“Lacius”), pursuant to which the Company has agreed to (i) entrust Lacius to serve as a consultant for potential asset acquisition opportunities to assist in identifying suitable target assets in line with the Company’s strategic objectives, and (ii) issue to Lacius 2,500,000 Class A Ordinary Shares as service remuneration by August 31, 2024.
On June 14, 2024, the Company entered into a Business Development & Marketing Consulting Agreement (the “Marketing Consulting Agreement”) with SANSAGE CAPITAL CO., LIMITED (“Sansage”), pursuant to which the Company has agreed to (i) entrust Sansage to serve as a consultant to provide consulting services for the Company’s business development, sales strategies, promotion and marketing planning, etc. in the Southeast Asian market, and (ii) issue to Sansage 2,500,000 Class A Ordinary Shares as service remuneration by August 31, 2024.
The foregoing descriptions of the Investment Consulting Agreement, Acquisitions Consulting Agreement and Marketing Consulting Agreement are not complete and are qualified in their entirety by reference to the texts of such agreements, which are filed as Exhibits 10.1, 10.2 and 10.3 hereto, respectively, and are incorporated herein by reference.
EXHIBIT INDEX
Exhibit No. Description
10.1 Investment Consulting Agreement dated June 9, 2024 between Golden Heaven Group Holdings Ltd. and Xiangyun Investment Co., LTD.
10.2 Acquisitions Consulting Agreement dated June 13, 2024 between Golden Heaven Group Holdings Ltd. and Lacius Investment Ltd.
10.3 Marketing Consulting Agreement dated June 14, 2024 between Golden Heaven Group Holdings Ltd. and SANSAGE CAPITAL CO., LIMITED
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.
Golden Heaven Group Holdings Ltd.
Date: June 14, 2024 By: /s/ Jin Xu
Name: Jin Xu
Title:
Chief Executive Officer and
Chairman of the Board of Directors
(Principal Executive Officer)
eyeownu
3 weeks ago
here let me help you out. in no event will we sell our securities in a public primary offering with a value exceeding more than one-third of our public float in any 12-month period so long as our public float remains below $75 million
This is an offering of the securities of Golden Heaven Group Holdings Ltd., a Cayman Islands holding company. We may, from time to time, in one or more offerings, offer and sell up to $100,000,000 of our Class A ordinary shares of par value US$0.0001 each (“Class A Ordinary Shares”), debt securities, warrants, rights, and units, or any combination thereof, together or separately as described in this prospectus. In this prospectus, references to the term “securities” refers, collectively, to our Class A Ordinary Shares, debt securities, warrants, rights, and units. The prospectus supplement for each offering of securities will describe in detail the plan of distribution for that offering. For general information about the distribution of the securities offered, please see “Plan of Distribution” in this prospectus.
This prospectus provides a general description of the securities we may offer. We will provide the specific terms of the securities offered in one or more supplements to this prospectus. We may also authorize one or more free writing prospectuses to be provided to you in connection with these offerings. You should read this prospectus, any prospectus supplement, and any free writing prospectus before you invest in any of our securities. The prospectus supplement and any related free writing prospectus may add, update, or change information in this prospectus. You should read carefully this prospectus, the applicable prospectus supplement, and any related free writing prospectus, as well as the documents incorporated or deemed to be incorporated by reference, before you invest in any of our securities. This prospectus may not be used to offer or sell any securities unless accompanied by the applicable prospectus supplement.
Our Class A Ordinary Shares are listed on the Nasdaq Capital Market, or “Nasdaq,” under the symbol “GDHG.” On June 3, 2024, the last reported sale price of our Class A Ordinary Shares on Nasdaq was $0.2340 per share. The aggregate market value of our outstanding Class A Ordinary Shares held by non-affiliates, or public float, as of June 4, 2024, was approximately $16,733,250 million, which was calculated based on 49,950,000 Class A Ordinary Shares held by non-affiliates and the price of $0.3350 per share, which was the closing price of our Class A Ordinary Shares on Nasdaq on May 3, 2024. Pursuant to General Instruction I.B.5 of Form F-3, in no event will we sell our securities in a public primary offering with a value exceeding more than one-third of our public float in any 12-month period so long as our public float remains below $75 million. During the 12 calendar months prior to and including the date of this prospectus, we have not offered or sold any securities pursuant to General Instruction I.B.5 of Form F-3.
eyeownu
3 weeks ago
$GDHG
On June 3, 2024, the last reported sale price of our Class A Ordinary Shares on Nasdaq was $0.2340 per share. The aggregate market value of our outstanding Class A Ordinary Shares held by non-affiliates, or public float, as of June 4, 2024, was approximately $16,733,250 million, which was calculated based on 49,950,000 Class A Ordinary Shares held by non-affiliates and the price of $0.3350 per share, which was the closing price of our Class A Ordinary Shares on Nasdaq on May 3, 2024."
May 3, 2024 $17.30M Market Cap
Meaning remaining $566,750 worth of float bringing the float to 1.7M shares at .335 per share. These guys just sent us a indirect message
https://stocktwits.com/Gotcha123/message/575319002
eyeownu
1 month ago
Based on the public filings described above, the attached would be the current stockholdings
1) Qingyu Investment Ltd./Xuezheng Chen Class A 10,000,000 shares (unable to be traded in public float since it is restricted)
2) Yitong Asia Investment Pte. Ltd./Chizhang Gong Class B 10,000,000 (unable to be traded in public float since it is restricted)
3) Jinzheng Investment Co Pte. Ltd./Jin Qiong Class A 5,000,000 (unable to be traded in public float since it is restricted)
4) Hong Kong Power Ventures Limited/Leung Tan Class A 2,910,000 (unable to be traded in public float since it is restricted)
5) Kei Kai Wong Class A 2,745,000 (unable to be traded in public float since it is restricted)
6) Chen Young Class A 2,745,000 (unable to be traded in public float since it is restricted)
7)Jin Xu Class A 600,000 Class A Unrestricted (but must file Form 4 upon sale)
8) Jinguang Gong 400,000 Class A Unrestricted (but must file Form 4 upon sale)
9) Zhuohua Investment Holdings Pte. Ltd./Jinhua Wang Class A 816,500 (216,600 restricted, 600,000 unrestricted but must file a Form 4 upon sale)
10) 13 other Minority Shareholders Class A 16,600,000 (unable to be traded in public float since it is restricted)
11) Public Shareholders Class A 2,260,000 Unrestricted (1,750,000 registered via 424B4 filing 4/13/23 and 510,000 sold by Jinhua Wang pursuant to Rule 144 as noted in filing dated 11/06/23 and amended 11/22/23)
from S/T
There seems to be a lot of confusion/misinformation regarding the public float for this stock. I dug into this by reading the company's applicable public filings, and am creating a thread about it here. It is important to remember that the number of shares that are outstanding is not the same as the public float (the number of shares that are available for public trading). I know that is obvious for some, but I don't think everyone grasps the concept. Also, shares cannot be sold unless there is an effective registration statement or an exemption from registration. So shares granted to initial shareholders are restricted and cannot be sold to the public unless and until there is an effective registration statement relating to those shares, or unless there is an applicable exemption from federal securities laws. Finally, the public float data that you see on yahoo, finviz, etc. is not accurate. You have to do a deep dive into the public filings to get a more accurate count
https://stocktwits.com/SocalFI44/message/573257638
eyeownu
1 month ago
This reoffer prospectus relates to 9,800,000 of our Class A ordinary shares, par value $0.0001 (“Class A Ordinary Shares”), that may be reoffered or resold, from time to time, by certain selling shareholders (the “Selling Shareholders”) described in this reoffer prospectus, all of whom are deemed to be our “affiliates,” as that term is defined in Rule 405 under the Securities Act of 1933, as amended (the “Securities Act”), and that have been acquired, or will be acquired, under the Golden Heaven Group Holdings Ltd. 2024 Equity Incentive Plan (the “Plan”), which was adopted effective May 9, 2024.
The Selling Shareholders may, from time to time, sell, transfer, or otherwise dispose of any or all of their Class A Ordinary Shares on any stock exchange, market, or trading facility on which the Class A Ordinary Shares are traded or in private transactions. These dispositions may be at fixed prices, at prevailing market prices at the time of sale, at prices related to the prevailing market price, at varying prices determined at the time of sale, or at negotiated prices. We will not receive any of the proceeds from the sale or other disposition of the Class A Ordinary Shares by the Selling Shareholders.
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