As filed with the Securities and Exchange Commission on August 11, 2026.
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM F-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
LONDIAN WASON NEW ENERGY TECH INC.
(Exact name of Registrant as specified in its charter)
Not Applicable
(Translation of Registrant’s name into English)
| Cayman Islands | 3399 | Not Applicable | ||
| (State or other jurisdiction of incorporation or organization) |
(Primary Standard Industrial Classification Code Number) |
(I.R.S. Employer Identification Number) |
T1-7A, 1 Shenzhen Bay Plaza
No. 2233 South Keyuan Road
Nanshan District, Shenzhen
People’s Republic of China, 518054
+86-0755-2878-0010
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)
Cogency Global Inc.
122 East 42nd Street, 18th Floor
New York, NY 10168
(212) 947-7200
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
| Li He, Esq. Davis Polk & Wardwell LLP c/o 10th Floor, The Hong Kong Club Building 3A Chater Road, Central Hong Kong +852 2533 3300 |
Ran Li, Esq. Davis Polk & Wardwell LLP c/o 2201 China World Office 2, 1 Jian Guo Men Wai Avenue Chaoyang District Beijing 100004 China +86 10 8567 5000 |
Shuang Zhao, Esq. Biyuan Zhang, Esq. Cleary Gottlieb Steen & Hamilton LLP c/o 37th Floor, Hysan Place 500 Hennessy Road, Causeway Bay Hong Kong +852 2532 3783 |
Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this registration statement.
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ☐
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☒ File No. 333-297230
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933.
Emerging growth company ☐
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
The Registration Statement shall become effective upon filing in accordance with Rule 462(b) promulgated under the Securities Act of 1933, as amended.
| | The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standard Codification after April 5, 2012. |
EXPLANATORY NOTE
LONDIAN WASON NEW ENERGY TECH INC., an exempted company incorporated in the Cayman Islands with limited liability (the “Registrant”), is filing this Registration Statement with the Securities and Exchange Commission (the “Commission”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended. This Registration Statement relates to the public offering of securities contemplated by the Registration Statement on Form F-1, as amended (File No. 333-297230) (the “Prior Registration Statement”), which the Commission declared effective on August 11, 2026.
The Registrant is filing this Registration Statement for the sole purpose of increasing the aggregate offering price of ordinary shares represented by American Depositary Shares (“ADSs”) to be offered in the public offering by $8,428,562, which includes additional ordinary shares represented by ADSs that the underwriters have the option to purchase. The additional ordinary shares represented by ADSs that are being registered for issuance and sale are in an amount and at a price that together represent no more than 20% of the maximum aggregate offering price set forth in the Calculation of Registration Fee table contained in the Prior Registration Statement. The required opinion and consents are listed in this Registration Statement and filed herewith. The information set forth in the Prior Registration Statement, and all exhibits to the Prior Registration Statement, are hereby incorporated by reference into this Registration Statement.
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Shenzhen, the People’s Republic of China on August 11, 2026.
| LONDIAN WASON NEW ENERGY TECH INC. | ||
| By: | /s/ Guanran Wang | |
| Name: Guanran Wang | ||
| Title: Director, Chairman and Co-Chief Executive Officer | ||
Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed by the following persons on August 11, 2026 in the capacities indicated:
| /s/ Guanran Wang Guanran Wang |
Director, Chairman and Co-Chief Executive Officer (principal executive officer) | |
| * Guangling Zhou |
Director and Co-Chief Executive Officer | |
| * Zhongbo Bai |
Director and Vice President | |
| * Yuchi Tsui |
Director | |
| * Young Hoon Kim |
Director | |
| * Hyundai Kim |
Director | |
| * Young Hyun Kong |
Director | |
| * He Huang |
Director | |
| * Zheng Zheng |
Director | |
| * Hao Shen |
Director and Chief Financial Officer | |
| * Xi Zhou |
Director and Financial Controller (principal financial officer and principal accounting officer) | |
*By:
/s/ Guanran Wang
Name: Guanran Wang
Attorney-in-fact
SIGNATURE OF AUTHORIZED U.S. REPRESENTATIVE
Pursuant to the Securities Act of 1933, the undersigned, the duly authorized representative in the United States of LONDIAN WASON NEW ENERGY TECH INC., has signed this Registration Statement or amendment thereto in New York on August 11, 2026.
| Authorized U.S. Representative | ||
| By: | /s/ Colleen A. De Vries | |
| Name: Colleen A. De Vries Title: Senior Vice-President on behalf of Cogency Global Inc. | ||