B

Bang Mai Fang

BMFFiled

BANG MAI FANG HOLDINGS · Nasdaq Capital Market (proposed) · Real-estate technology and brokerage · Research source · F-1 · 2026/08/17 · SEC checked 2026-10-19

SEC
Latest filing update · F-1

BANG MAI FANG HOLDINGS is proposing a 5,000,000-share IPO at US$5.00–US$6.00 per share, subject to Nasdaq listing.

Research source · F-1 · 2026/08/17Latest analyzed filing · F-1 · 2026-08-17

Updates and this research have separate source dates; newer facts do not silently replace earlier conclusions.

SummaryWATCHReport source · F-1

Do not decide yet: terms are visible, but evidence quality and founder concentration are major concerns

The $5–$6 range and 5M-share offer imply a $137.5M post-offer value at midpoint. Founder Tingdong Zhao owns 97% before the deal and would retain about 77.6% after the base offering. The filing emphasizes management projections but the current extracted registration does not provide a sufficiently usable historical income statement for valuation verification.

Equity valuation$137.5MBase post-offer
Issuer proceeds$23.25M scenario*100% primary shares
Selling-holder proceeds$0 disclosed0% secondary shares
Voting controlTingdong Zhao~77.6%* voting
Next disclosed checkpointComplete financial amendment and SEC effectivenessRequire audited historical statements and final ownership table
Business and development direction

A Singapore-incorporated real-estate technology platform focused on joint sales, renovation, marketing and transaction support for second-hand housing.

Current business

Real-estate technology and brokerage100%

Future development

Marketing70%

Working capital20%

Technology R&D10%

DECISION DRIVERS

Key risks

Very high

Risk 1

Historical financial evidence is not sufficiently complete for a reliable valuation assessment.

High

Risk 2

Founder Tingdong Zhao is expected to retain about 77.6% economic ownership after the base offer.

High

Risk 3

Management projections are ambitious and should not be treated as audited performance.

NEXT EVENTComplete financial amendment and SEC effectivenessRequire audited historical statements and final ownership table
LATEST EVIDENCEF-12026/08/17
LISTING CHECKPOINTNot yet published — awaiting the effective or final prospectus.Nasdaq Capital Market (proposed)
OFFERING AT A GLANCE

Capital raised and seller liquidity

F-1 ↗
Primary shares
100%
Secondary shares
0%
Issuer proceeds
$23.25M scenario*
Selling-holder proceeds
$0 disclosed

F-1 allocation and the stated $5 scenario; audited detail requires a later amendment.

BOOKRUNNERS / LEAD UNDERWRITERSUnderwriters named in the prospectus
PRELIMINARY
#InstitutionUnderwriting allocationRatioShares
1US Securities Corp.
Source and calculation

Names are explicitly identified in source underwriting tables or role clauses. Quantities require the named firm's own table row; missing allocations are not inferred.

Source · F-1 ↗

Underwriting terms

Underwriting terms
MeasureReported valueUnit
Underwriting discount per share$0.35$ / share
Total underwriting discount$1,750,000$
Source and calculation

Base prospectus offering; cover per-share and total columns Figures retain their stated source scenario and conditions.

Underwriting discount per share

Base prospectus offering; cover per-share and total columns

SEC table 3 row 3; source 19710:22743; SHA256 eb2a2daac4ac22c86edefc3027e4b83ebc2deb67085782a8d5af57a415bb6f68 ↗

Base prospectus offering; cover per-share and total columns Figures retain their stated source scenario and conditions.

Total underwriting discount

Base prospectus offering; cover per-share and total columns

SEC table 3 row 3; source 19710:22743; SHA256 eb2a2daac4ac22c86edefc3027e4b83ebc2deb67085782a8d5af57a415bb6f68 ↗

IPO CAPITAL QUALITY

Issuer capital$23.25M scenario*
Selling-holder liquidity$0 disclosed
Primary shares100%
Secondary shares0%
primary · SharesSecondary shares · Shares
Issuer capital
CalculationReported value
Issuer capital$23.25M scenario*
Selling-holder liquidity$0 disclosed
Use of proceeds
Use of proceedsReported value
Marketing70%
Working capital20%
Technology R&D10%
Basis and evidence

F-1 allocation and the stated $5 scenario; audited detail requires a later amendment. Company: proceeds before expenses at $5 assumption

The offer is primary, but 70% of proceeds is directed to marketing while historical operating evidence remains incomplete.

Offering structure

Offering terms
MeasureReported valueUnit
Shares offered5,000,000Shares
Offering price$5$ / share
Gross offering amount$25,000,000$
Source and calculation

Prospectus offering table; stated base scenario and source conditions Figures retain their stated source scenario and conditions.

Shares offered

Prospectus offering table; stated base scenario and source conditions

SEC table 95 row 5; source 169338:182612; SHA256 752ddff61ea44a4f0bb7d397f7b7960acda47eb09c611b89aa512d752dbb3b84 ↗

Base prospectus offering; cover per-share and total columns Figures retain their stated source scenario and conditions.

Base prospectus offering; cover per-share and total columns Figures retain their stated source scenario and conditions.

Gross offering amount

Base prospectus offering; cover per-share and total columns

SEC table 3 row 2; source 19710:22743; SHA256 eb2a2daac4ac22c86edefc3027e4b83ebc2deb67085782a8d5af57a415bb6f68 ↗
Company$23.25M*proceeds before expenses at $5 assumption
Marketing70%largest allocation
Working capital20%operating support
Technology R&D10%platform investment
Future supply20.0Msix-month insider lock-up

Dilution and valuation

Basic post-offer25.0M
Value$137.5M
Dilution and valuation
CalculationSharesValueReference
Pre-offer20.0M$110.0M$5.50
Base post-offer25.0M$137.5M+25.0%
Gross proceeds5.0M$27.5M20% post
Dilution and valuation
CalculationValueReference
Historical earnings basisNot verifiedAwait amendment

Share-count comparison

Shares

Offering cases as stated in the saved report, not funding-round history or shareholder-group ownership.

Comparison data
Stage / scenarioReported value
Pre-offer20.0M
Base post-offer25.0M
Basis and evidence

Net change between the stated pre-offer and base post-offer share counts. Secondary transfers do not add shares. 25000000 - 20000000 = 5000000

Pre-offer

Share count on the saved valuation table's stated basis. Option and plan-reserve cases are conditional, not confirmed issued shares.

Capitalization / saved valuation bridge ↗
Base post-offer

Share count on the saved valuation table's stated basis. Option and plan-reserve cases are conditional, not confirmed issued shares.

Capitalization / saved valuation bridge ↗
SCENARIO · NOT A FORECAST

IPO valuation scenario simulator

Base post-offer · US$5.5 × 25M shares

Implied equity valueUS$137.5MPrice × post-offer shares
Post-offer shares25MShare count, not tradable float
Existing-holder ownership reduction0.0%Assumes new shares only; secondary sales do not increase shares.
Sources and calculation notes

Read this report’s SEC filing ↗

ViewSource basis
Ownership across stagesComparable ownership figures across stages are unavailable in this report. See Control for holdings on their disclosed basis. Open filing ↗
CONTROLLING PARTYTingdong Zhao

Estimated after the base offering

Voting
~77.6%*
Economic
~77.6%*
As of
2026/08/17
!Final ownership and complete financial evidence remain outstandingView source ↗
Relationship filters
Show
ownership / voting rights
Ownership and control
Entity / holderEconomic ownershipRelationship
Tingdong ZhaoVoting power / rights: ~77.6%*77.6%*Controlling party
Peiwei Cao2.4%*Major ownership group
IPO investors20.0%Public / new investors
Select for details · Tingdong Zhao
Founder / personFund / entityPublic floatShare classEvery relationship is dated and linked to its supporting SEC filing. Percentages marked * are filing-based estimates.
Economic ownership100%
  • Tingdong Zhao 77.6%*
  • Peiwei Cao 2.4%*
  • IPO investors 20.0%

Why control differs from ownership

Tingdong Zhao owns 97% of 20M pre-offer shares.

Peiwei Cao owns the remaining 3% before the offering.

The base IPO adds 5M shares, leaving the founder with about 77.6% economically.

A final ownership table and complete financial evidence remain required.

Conditional lock-up timeline

Conditional lock-up timeline

Eligibility is not a sale. Release conditions, holder groups and exceptions remain separate.

Milestones and unconfirmed releases

Holder / event
Holder / eventTerm / dateConditions
Insider lock-up+180 days 80.0% · 20.0M existing sharesInsider lock-up · Directors, executives and ≥5% holders · Not yet published — awaiting the effective or final prospectus. · Six months after effectiveness / closing as disclosed · Cumulative: 20.0M (100% potential base) · No trading-volume basis is available; calculate after 20 trading sessions.
Basis and evidence
Insider lock-up

Insider lock-up · Directors, executives and ≥5% holders · Not yet published — awaiting the effective or final prospectus. · Six months after effectiveness / closing as disclosed · Cumulative: 20.0M (100% potential base) · No trading-volume basis is available; calculate after 20 trading sessions.

Lock-up / shares eligible for future sale ↗
Sources and calculation notes

Read this report’s SEC filing ↗

ViewSource basis
Potential supply pressureThis saved report has no compatible source inputs for this calculation. Open filing ↗

Financial quality

Financial quality
CalculationReported valueReference
Historical revenueNot verifiedawait audited detail
Historical net incomeNot verifiedawait audited detail
Pre-offer shares20.0M97% founder
Midpoint gross proceeds$27.5M5.0M shares
Data completeness52%financial gap
Sources and calculation notes

Read this report’s SEC filing ↗

ViewSource basis
Financial reviewReported financial figures are shown above. A cash-runway estimate needs compatible cash-flow and funding assumptions. Open filing ↗
LATEST COMPARISON

Baseline filing — comparison pending

No source-comparable material changes identified in this report.

Open F-1 ↗
CHANGE 015.0M shares and $5–$6 range filed

Why it mattersChanges valuation, proceeds and first-day return assumptions.

Evidence · F-1 · 2026/08/17
CHANGE 02BMF proposed; historical financial verification remains incomplete

Why it mattersUpdates operating momentum, runway and valuation multiples.

Evidence · F-1 · 2026/08/17
IPO177 explains the investment effect; the SEC source remains the authoritative record. Page-level locators are shown only when extracted and verified.
2026/08/17
F-1

• 5.0M shares and $5–$6 range filed

• BMF proposed; historical financial verification remains incomplete

Risk 1

Historical financial evidence is not sufficiently complete for a reliable valuation assessment.

Potential impact
Very high
Risk 2

Founder Tingdong Zhao is expected to retain about 77.6% economic ownership after the base offer.

Potential impact
High
Risk 3

Management projections are ambitious and should not be treated as audited performance.

Potential impact
High
Risk 4

The Singapore holding structure and cross-border real-estate expansion add execution and enforcement complexity.

Potential impact
High
DocumentF-1SEC registration statement
Filed2026/08/171 public filings identified
Source-bound table inputs5SEC EDGAR
Open filing ↗
Sources and calculation notes

Range, shares, ownership and proceeds allocation filed; historical financial verification remains incomplete

View the filing's actual first page
BANG MAI FANG HOLDINGS F-1 first page
F-1 first pageFirst page from SEC EDGAR