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Able View Global Inc.美股招股说明书(2024-06-17版)

2024-06-17美股招股说明书绿***
Able View Global Inc.美股招股说明书(2024-06-17版)

PROSPECTUS SUPPLEMENT NO. 1(to prospectus dated February 15, 2024) Able View Global Inc. Up to 14,147,750 Class B Ordinary Shares This prospectus supplement updates, amends and supplements the prospectus dated February 15, 2024(as supplemented or amended from time to time, the “Prospectus”), which forms a part of our RegistrationStatement on Form F-1 (Registration No. 333-275626), with the information contained in our annual reporton Form 20-F, filed with the Securities and Exchange Commission (the “SEC”) on April 30, 2024 (the“Form 20-F”). Accordingly, we have attached the Form 20-F to this prospectus supplement. This prospectus supplement is not complete without the Prospectus. This prospectus supplementshould be read in conjunction with the Prospectus, which is to be delivered with this prospectussupplement, and is qualified by reference thereto, except to the extent that the information in thisprospectus supplement updates or supersedes the information contained in the Prospectus. Our Class A ordinary shares and warrants are listed on the Nasdaq Stock Market LLC (“Nasdaq”)under the trading symbols “ABLV” and “ABLVW,” respectively. On June 14, 2024, the closing price ofour Class A ordinary shares on Nasdaq was $1.09 per share, and the closing price of our warrants onNasdaq was $0.044 per warrant. Neither the SEC nor any state securities commission has approved or disapproved of thesecurities or passed upon the accuracy or adequacy of the Prospectus or this prospectus supplement.Any representation to the contrary is a criminal offense. Investing in our securities involves a high degree of risk. Before buying any of our securities, youshould carefully read the discussion of material risks of investing in such securities under “RiskFactors” section of the Prospectus. The date of this prospectus supplement is June 17, 2024. UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549 FORM 20-F (Mark One)☐REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR 12(G) OF THESECURITIES EXCHANGE ACT OF 1934 ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIESEXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2023 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIESEXCHANGE ACT OF 1934 OR ☐SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIESEXCHANGE ACT OF 1934 Commission File Number: 001-41785 Able View Global Inc.(Exact name of Registrant as specified in its charter) Securities registered or to be registered pursuant to Section 12(b) of the Act: Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as ofthe close of the period covered by the annual report: 24,871,433 Class A Ordinary Shares and 17,247,383Class B Ordinary Shares. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of theSecurities Act. Yes☐No☒ If this report is an annual or transition report, indicate by check mark if the registrant is not required to filereports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes☒No☐ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periodthat the registrant was required to file such reports), and (2) has been subject to such filing requirements forthe past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data Filerequired to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during thepreceding 12 months (or for such shorter period that the registrant was required to submit and post suchfiles). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer,” “acceleratedfiler,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐ Accelerated filerEmerging growthcompany Non-accelerated filer☒ 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 to use the extended transition period for complying withany new or revised financial accounting standards† provided pursuant to Section 13(a) of the ExchangeAct.☐ †The term “new or revised financial accounting standard” refers to any update issued by the FinancialAccounting Standards Board to its Accounting Standards Codification after April 5, 2012. Indicate by check mark whether the registrant has filed a report on and attestation to its management’sassessment of the effectiveness of its internal control over financial reporting under Section 404(b) of theSarbanes-Oxley Act (15 U.S.C. 7262(b) by the registered public accounting firm that prepared or