堂堂加 AgiiPlus，在美国SEC更新招股书，拟纳斯达克IPO上市

2023年3月22日，来自上海的堂堂加集团 AgiiPlus Inc.（以下简称“堂堂加”）在美国证监会(SEC)提交的招股书，拟在美国纳斯达克IPO上市，其股票代码拟为AGII。 其于2022年6月17日在SEC秘密递表，后于9月16日公开披露招股书。

堂堂加，拟以每股4.50至6.00美元发行450万股普通股，募资或达2,700万美元。

堂堂加招股书链接：

https://www.sec.gov/Archives/edgar/data/1932470/000121390023022000/ff12023a3_agiiplusinc.htm

主要业务

堂堂加，作为目前中国与新加坡市场发展飞速的一站式办公解决方案服务平台，主要依托于自主研发的专利技术为客户提供了革新且全面的办公解决方案，包括线上经纪服务平台匹配企业端与业主端、办公空间定制升级运用智慧楼宇解决方案，以及高品质灵活办公空间与服务。

根据其官网介绍，堂堂加，成立于2015年，定位于面向快公司的敏捷办公服务平台，由世界500强企业前执行副总裁、总建筑师胡京博士创立，为企业客户和楼宇业主提供整合了SaaS工具和地产科技(Proptech)的一站式敏捷办公解决方案。集团旗下包括：MaxOffice堂堂办公(敏捷化线上办公数字服务平台)、Spacii堂堂加智造(办公楼宇更新与智慧运维平台)、Distrii办伴(敏捷办公空间运营服务平台)。线上服务已全面覆盖核心一线城市，线下已进驻全球2个国家、7个城市、65办公空间，总管理面积约25.9654万平方米，共有约45,607个工作站。

堂堂加，建立了一种创新的商业模式，称为“S²aaS——空间和软件即解决方案”，它结合了“软件即服务”或 SaaS 和“空间即服务”。这种商业模式依赖于专有技术、基于SaaS 的系统和高质量的物理工作空间，为客户提供集成的工作解决方案，以实现最佳的工作效率。

堂堂加的收入主要来源于三个部分：办公空间租赁和运营收入、装修和智能建筑技术收入、经纪和企业服务收入。

股东架构

招股书显示，堂堂加在上市前的股东架构中，其主要股东包括：

胡京博士 Jing Hu，通过J.distrii Global持有20.60%，通过员工持股平台Ningbo Nayun控制6.50%，以及通过行使高管团队的投票权等，合计控制35.34%。

员工持股平台Ningbo Nayun，持有6.50%；

代静Jing Dai (Sophia)，通过配偶TAN Wee Kiat持有0.14%、通过Ningbo Nayun持有1.35%，合计持有1.49%；

吴嘉庆博士Jiaqing Wu，通过Kitedge Holdings持有1.89%、通过Ningbo Nayun持有0.17%，合计持有2.06%；

倪勇Yong Ni (Leo)，通过Maxoffice Holdings持有0.46%、通过Ningbo Nayun持有0.69%，合计持有1.15%；

陈克明Keming Chen，通过Mark Chen Holdings持有1.32%、通过Ningbo Nayun持有0.41%，合计持有1.73%；

杨磊Lei Yang，通过Landed Holdings持有1.84%、通过Ningbo Nayun持有0.17%，合计持有2.01%；

何池博士Chi He ，通过Royhon Holdings持有1.84%；

胡燕Yan Hu，通过United Mission Holdings持有0.75%；

胡京博士，可行使上述员工持股平台及高管团队的投票权，合计控制35.34%。

城市发展(SGX: C09)，通过City Connected持有22.48%；

Qi Ji，通过H World Holdings Singapore(China Lodging Holdings Singapore)持有15.19%；

Hao Yan、Xin Ge Chen，通过King Inspiration持有12.25%；

Jun Qin，通过Junzi Holding持有6.93%。

公司架构

招股书显示，堂堂加的公司架构如下：

管理层

招股书显示，堂堂加的管理层如下：

Dr. Jing Hu founded Shanghai Distrii in 2016 and has since served as the Company’s Chief Executive Officer and Chairman of the Board of Directors. Dr. Hu has served as the Chief Executive Officer and Chairman of the Board of Directors of AgiiPlus since its incorporation in February 2021. Prior to founding Shanghai Distrii in 2016, Dr. Hu worked at Greenland Holdings (SHA: 600606) from July 2001 to November 2015, and held several senior positions consecutively, including Executive Vice President and Chief Architect. Dr. Hu served as a director of Greenland Holdings (SHA: 600606) from 2013 to August 2015. Throughout his 15 years of tenure at Greenland Holdings, Dr. Hu led 20 real estate development projects in China. Dr. Hu is a Chartered Architect at the Chartered Institute of Building (CIOB). Dr. Hu received his bachelor’s degree in architecture from Shenyang Architecture University in 1992. Dr. Hu obtained his master’s degree in architecture in 1995 and his Ph.D. in architecture in 1998 from Southeast University. Dr. Hu received his executive MBA degree from China Europe International Business School in 2015.

Ms. Jing Dai (Sophia) has served as the Chief Financial Officer of AgiiPlus since June 2021 and will serve as AgiiPlus’ director upon the effectiveness of the registration statement of which this prospectus forms a part. Prior to joining AgiiPlus, Ms. Dai held various management positions at City Development Limited (“CDL”), a Singapore listed international property and hotel conglomerate, from September 2014 to April 2021, including serving as the Head of Strategic Investment and Senior Vice President from April 2019 to April 2021, Deputy Chief Executive Officer of CDL China from July 2017 to March 2019, Vice President of CEO Office from August 2015 to June 2017, and Vice President of Business Development and Investment Department from September 2014 to July 2015. Prior to that, Ms. Dai worked at AM alpha (Singapore) Pte Ltd., a private investment company focusing on prime real estate investment and asset management in Europe and Asia, as Vice President from January 2012 to August 2014 and Assistant Vice President from September 2008 to December 2011. Ms. Dai received her bachelor’s degree in international finance from Fudan University in 2003 and her master’s degree in estate management from National University of Singapore in 2005. Ms. Dai is a Chartered Financial Analyst (CFA).

Dr. Jiaqing Wu serves as AgiiPlus’ Chief Technology Officer and director and is in charge of AgiiPlus’ research and development and technology functions. Dr. Wu is a co-founder of AgiiPlus and has served as the Chief Technology Officer and Executive Vice President of Shanghai Distrii, a PRC subsidiary of AgiiPlus since its inception. Prior to that, Dr. Wu served as the Director of smart city services at Greenland Holdings (SHA: 600606) from June 2013 to September 2015. Dr. Wu obtained his bachelor’s degree in electronic science and information systems from Nanjing University in 1999. Dr. Jiaqing Wu received his master’s degree in industrial and management systems engineering in 2009 and his Ph.D. in industrial and management systems engineering in 2012 from University of Nebraska-Lincoln.

Mr. Keming Chen serves as AgiiPlus’ general manager for Distrii business division and director. Mr. Chen is a co-founder of AgiiPlus and has since January 2016 held several management positions of Shanghai Distrii, a PRC subsidiary of AgiiPlus. From September 2009 to November 2015, Mr. Chen worked at the real estate division of Shanghai Yunfeng (Group) Co., Ltd and served as the Assistant to the General Manager of Yunfeng Financial Group. Mr. Chen obtained his bachelor’s degree in architecture from Hebei Institute of Building and Technology in 1996.

Mr. Lei Yang serves as AgiiPlus’ general manager for Spacii business division. Mr. Lei Yang is a co-founder of AgiiPlus and has held several management positions at Shanghai Distrii since January 2016 and served as the General Manager at Spacii Property Development Co., Ltd., a PRC subsidiary of AgiiPlus, since March 2018. Prior to joining AgiiPlus, Mr. Lei Yang held several positions at Greenland Holdings (SHA: 600606), as the Assistant to General Manager of Greenland Holdings’ southwest real estate business department from February 2009 to December 2015, as the Design Director of Greenland Holdings’ Chengdu real estate business department from August 2007 to February 2009, and as the Director of Greenland Holdings’ research and development department from April 2005 to August 2007. Mr. Yang obtained his bachelor’s degree in architecture from Tongji University in 2001 and received his degree in architecture from Technical University of Braunschweig in Germany in 2005. Mr. Yang received his executive MBA degree from Fudan University in 2020.

Mr. Yong Ni (Leo) serves as AgiiPlus’ general manager for Tangtang business division and is in charge of AgiiPlus’ marketing functions. Mr. Ni joined AgiiPlus in May 2018, and has since served several management positions within AgiiPlus, including Deputy General Manager of Marketing and General Manager of the North Division of AgiiPlus. Prior to joining AgiiPlus, Mr. Ni served as the Marketing Director at Hong Kong Tourism Board from March 2007 to May 2018. Mr. Ni obtained his bachelor’s degree in Arabic language and literature from Shanghai International Studies University in 2003.

Mr. Fan Huang has served as AgiiPlus’ director since May 2022. Mr. Fan Huang joined City Developments Limited in January 2006 and has served as the Senior Vice President of CDL China Limited since 2010. In his position as Senior Vice President, he oversees the company’s strategic planning, development, expansion, and operations within the China market. Mr. Huang obtained the Bachelor’s Degree of Law from Huazhong University of Science and Technology in 1990.

Mr. Chao Chen has served as AgiiPlus’ director since August 2021. Mr. Chen has served as the Vice President and Chief Financial Officer of Jingrui Holding Co., Ltd. since July 2018 and the Executive Director of Jingrui Holdings Co., Ltd. since March 2020. Mr. Chen has also served as the Chairman of Youyue Asset Management since August 2019. From July 2012 to June 2018, Mr. Chen served as the Vice President of Yuzhou Real Estate Co., Ltd. (HKEX: 01628), with more than 17 years of working experience in financial management. Mr. Chen obtained his Bachelor’s degree in accounting from Xiamen University in June 2001 and his master’s degree in Business Administration from Xiamen University in September 2011. Mr. Chen is qualified as a Certified Public Accountant.

Ms. Fei Ye has served as AgiiPlus’ director since February 2022. Ms. Ye has served as the Vice Chief Financial Officer and prior to that, the Vice President of Strategic Investment and Capital Market at Huazhu Group Limited since March 2016. Ms. Ye has more than 13 years of experience in finance and consulting. Prior to joining Huazhu, she was the Director of CITIC Capital, a private equity arm of CITIC Group, an investment company in China from September 2009 to February 2016. She also worked at Booz & Company as a consultant from July 2004 to May 2007. Ms. Ye obtained her Masters of Business Administration degree from Harvard Business School and received her Bachelor’s degree in Finance from Shanghai Jiao Tong University.

Dr. Fang Xing will serve as AgiiPlus’ independent director upon the effectiveness of the registration statement of which this prospectus forms a part. Dr. Xing has served as the Technology Director of Engineering of IDEA Shanghai Energy Technologies Group Co., Ltd. (NEEQ: 833033) since September 2005 and the chairperson of the company’s board of directors since September 2014. Dr.Xing has also served as a director in Senjing Shanghai Investment Consulting Co., Ltd. (China) since July 2013. From September 2004 to December 2009, Dr. Xing served as the partner of Asia-Pacific region at ZWP Ingenieur-AG, a construction engineering services provider in Germany. Dr. Xing obtained her bachelor’s degree in architecture from Tongji University in 1999. Dr. Xing received her diploma in architectural physics from Karlsruhe Institute of Technology in Germany in 2002. Dr. Xing received her Ph.D. in business administration from United business Institutes in 2016.

Mr. Yang Wang will serve as AgiiPlus’ independent director upon the effectiveness of the registration statement of which this prospectus forms a part. Since October 2017, Mr. Wang has served as the president of Jia Niang (China) Wine Co., Ltd., a wine importing and distribution company based in China, where he oversees and manages the company’s operations. From July 2010 to July 2017, Mr. Wang served as the president of Ye Mai (Shanghai) Trading Co., Ltd., a wine importing and distribution company, where Mr. Wang managed the daily operations of the company. From December 2008 to July 2010, Mr. Wang served as a manager at the investment department of the China office of HSBC Bank, where he participated in several cross-border mergers and acquisitions transactions of the bank. Mr. Yang Wang obtained bachelor’s degree in finance from Fudan University in 2003 and his master’s degree in business administration from Cheung Kong Graduate School of Business in 2018.

Dr. Hongman Ma will serve as AgiiPlus’ independent director upon the effectiveness of the registration statement of which this prospectus forms a part. Since May 2017, Dr. Ma has served as the executive president of Shanghai Youera Media Co., Ltd., an integrated marketing services provider in China, where Dr. Ma manages the company and is responsible for making major strategic decisions in the company. Dr. Ma received her bachelor’s degree in international business administration from Shanxi University in 1998, her master’s degree in industrial economics from Shanghai University in 2002, and her Ph.D. in political economics from Shanghai Academy of Social Sciences in 2007.

公司业绩

招股书显示，在过去的2020年、2021年和2022年前六个月，堂堂加的收入分别为3.57亿、4.59亿和2.57亿元人民币，相应的净亏损分别为2.28亿、2.91亿和1.29亿元人民币。

中介机构

堂堂加是次IPO的的中介团队主要有：老虎国际为其承销商； MaloneBailey, LLP为其审计师；汉坤、翰博文分别为其公司中国律师、公司美国律师；锦天城、VCL Law LLP分别为其承销商中国律师、承销商美国律师。

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