新加坡 SAG Holdings顺益集团，更新招股书，拟美国纳斯达克IPO上市，募资或达1500万美元

Original Ben少新加坡生活

2024-08-24

2023年4月14日，来自新加坡的汽车和工业零部件分销商顺益集团SAG Holdings Ltd(以下简称SAG Holdings或顺益)，在美国证监会(SEC)更新招股书，拟美国纳斯达克挂牌上市，股票代码为SAG。其于2022年6月24日在SEC秘密递表，于当年10月7日公开披露招股书。

招股书链接：

https://www.sec.gov/Archives/edgar/data/1933951/000149315223012394/formf-1a.htm

SAG Holdings拟发行375万股(包括老股东出售老股62.5万股)，每股发行价格4美元，预期募资最多1500万美元。

主要业务

SAG Holdings，作为一家汽车零部件分销商，创立于1975年，总部位于新加坡，全职雇员116人，主要从事汽车和工业零部件的分销业务，业务主要位于新加坡，全球销售主要来自中东和马来西亚业务。

SAG Holdings的主要服务，包括汽车行业的公路业务、非公路业务。公司在为公路汽车应用提供原厂备件和售后备件方面拥有40多年的经验，主要为乘用车和商用车提供范围广泛的原装和售后零件。非公路业务，包括海洋、能源、采矿、建筑、农业以及石油和天然气行业的工业零部件等。

公司架构

招股书显示，SAG Holdings及其子公司主要包括：

SAGI, Filtec, SP Zone, Autozone (S), and Autozone (M)。

SAGI - SAG Investments Limited

SAGI is a company incorporated in the BVI, which is the parent entity of Filtec and SP Zone.

Filtec - Filtec Private Limited (formerly known as TQ Services Pte Ltd)

Filtec, a Singapore company wholly-owned by SAGI, mainly supplies a wide range of components and spare-parts for internal combustion engines with strong focus on filtration products. The sectors served include marine, energy, mining, construction, agriculture, agriculture, and oil and gas industries. Our products are sourced from genuine OEM and global premium brands to suit the diverse needs of our customers.

SP Zone - Spare-Parts Zone Pte. Ltd. (formerly known as Soon Aik Auto Parts Trading Co. Pte Ltd)

SP Zone, a Singapore company wholly-owned by SAGI, which has taken over the retail business in Singapore from Autozone (S) and mainly supplies genuine OEM and aftermarket spare parts to customers through the Autozone (S) retail outlets located in Singapore and the distribution company in Malaysia. Our eight Autozone (S) retail outlets are conveniently located in vicinity of major automotive hubs in Singapore.

We supply a wide range of automotive genuine and aftermarket spare parts for use in passenger and commercial on-highway vehicles. The automotive genuine and aftermarket spare parts supplied by us bear either the manufacturer’s brands or our in-house brands.

Autozone (S)- Autozone Automotive Pte. Ltd.

Autozone (S), is a Singapore company and wholly-owned subsidiary of SP Zone. The retail business of Autozone (S) has been taken over by SP Zone. As such, our retail On Highway Business in Singapore is conducted through SP Zone under the trademark “Autozone.”

Autozone (M) - Autozone Sdn. Bhd

Autozone (M), a Malaysian company and a wholly-owned subsidiary of Autozone (S), is a modern automotive spare parts distribution company with a wide selection of automotive spare parts and lubricants catering to the needs of our customers. Autozone (M) also distributes its own in-house brand products under the brand names of REV-1, VETTO, NUTEQ, GENTEQ and SUNBLADE.

股东架构

招股书显示，SAG Holdings在上市前的股东架构中，其主要股东包括：

Soon Aik Global Pte. Ltd.，持有95.1%；

Celestial Horizon Holdings Limited，持有4.9%。

而Soon Aik Global Pte. Ltd.则由CE Neo(Mr. Chee Eng Neo)、Jimmy Neo(Mr. Chin Heng Neo or CH Neo)、Edward Neo(Mr. Chin Aik Neo or CA Neo)、CK Neo(Mr. Ching Kiat Neo)等四兄弟持有，他们各自持有25%。

管理层

招股书显示，SAG Holdings的管理层如下：

Executive Directors:

Mr. Chin Heng Neo (“Jimmy Neo”) is an Executive Director and Chief Executive Officer of our Group. He was appointed as a director on February 14, 2022. Jimmy Neo is responsible for the Off-Highway Business of our Group conducted through Filtec.

He has more than 25 years of experience in the Off-Highway Business. Between 1984 and 1993, Jimmy Neo was an army officer with the Singapore Armed Forces. In 1993, he joined SP Zone and established work processes and sales channels to include export, wholesale, retail and service/repairs. In September 1999, Jimmy Neo was appointed the managing director of Filtec when the company was set up to expand its product offerings and to cater to different industries. Filtec has later grown to be a reliable distributor and supplier of industrial spare parts. Jimmy Neo is an executive committee member of the Business Leaders Alumni Club in Singapore. He was appointed as a director of SP Zone and Autozone (S) in 2022.

Jimmy Neo graduated with a Bachelor of Science (Industrial Engineering) degree from The University of Oklahoma, USA in May 1990 and a Technical Diploma in Production Engineering from Singapore Polytechnic in May 1984.

Mr. Chin Aik Neo (“Edward Neo”) is an Executive Director and Deputy Chief Executive Officer of our Group. He was appointed as a director on February 14, 2022. Edward Neo is responsible for overseeing the On-Highway Business of our Group conducted through SP Zone and its subsidiaries.

Edward Neo has more than 30 years of experience in the On-Highway Business. Edward Neo started his career as a sales executive with SP Zone in 1986 where he was involved in the sales of automotive parts. In 1991, he joined Great Eastern Life Assurance Co. Ltd. to be a career agent where he was involved in sales of insurance policies. In 1995, he re-joined our Group and has since been in-charge of the operations and product development activities of our automotive business segment. He was instrumental in the development of our in-house specialty brands such as VETTO for brakes, REV-1 for lubricants and NUTEQ for steering & suspension parts etc. In December 2009, Edward Neo became a director of Autozone (S) when it was incorporated to take over the retail business in the supply of automotive aftermarket spare parts and accessories. He was appointed as a director of SP Zone in 2010 and as a director of Filtec in 2022.

Edward Neo holds GCE Ordinary Level qualifications.

Executive Officers:

Mr. Ching Kiat Neo (“CK Neo”) is our Chief Operating Officer, responsible for our Group’s supply chain and retail business. He started his career in 1993 with SP Zone in charge of accounting and sales functions. In January 1995, when the partnership was converted into a private limited company, CK Neo was appointed as a director of SP Zone. In December 2009, he became a director of Autozone (S) when the company was incorporated to take over the retail business in the supply of automotive aftermarket parts and accessories. Subsequently, in September 2010, he resigned from his directorship in SP Zone to focus on the retail business of SP Zone. In 2022, he resigned his directorship in Autozone (S).

CK Neo graduated with a Bachelor of Accountancy degree from Nanyang Technological University in July 1993.

Ms. Li Hoon Lee (“Ivy Lee”) is our Chief Financial Officer, responsible for our Group’s finance and accounting functions, including treasury, financial planning, credit management, tax and risk management, and other general corporate and administrative functions of our Group.

Ms. Lee has over 27 years of experience in managing finance and accounting matters in businesses. In 1994, she started her career as an audit assistant at Ahmad Zaki Association, a public accounting firm in Malaysia. In March 1996, she joined Tat Lee Bank Ltd as a customer service assistant in the accounts department. In February 2000, Ms. Lee joined Sin Thai Hin Holdings Pte Ltd as an accounts executive responsible for the group’s finance and accounting functions. In May 2004, she joined our Group as an accounts executive and risen to finance manager where she was responsible for our finance and accounting functions. In April 2015, she was promoted to Financial Controller.

Ms. Lee is an associate member of the Institute of Singapore Chartered Accountants and the Association of Chartered Certified Accountants, United Kingdom. She holds a London Chamber of Commerce and Industry (LCCI) Third Level Group Diploma in Management Accounting in 1994 and completed Professional Part 1 of the Association of Chartered Certified Accountants examinations in June 2005.

财务数据

招股书显示，在过去的2021年、2022年两个财政年度，SAG Holdings的收入分别为4,322.1万、5,144.5万美元，相应的净利润分别为137.2万、145.0万美元。

中介机构