Alliance Laundry Holdings Inc美股招股说明书(2025-10-09版)

Common Stock This is an initial public offering of shares of the common stock of Alliance Laundry Holdings Inc. We are offering24,390,243 shares of our common stock, and ourprincipal stockholder, BDT Capital Partners, LLC and its affiliated investment funds (collectively, “BDTCP” or our “principal stockholder”), is offering 13,170,731 sharesof our common stock to be sold in this offering. We will not receive any proceeds from the sale of stock by our principal stockholder. Our principal stockholder is anaffiliate of BDT & MSD Partners, LLC (“BDT & MSD”), one of the underwriters in this offering. Certain of our directors may be allocated shares in this offering at theinitial public offering price. Any such allocations will be made at the discretion of the underwriters, and there is no assurance as to the number of shares, if any, that maybe allocated to such persons. Prior to this offering, there has been no public market for shares of our common stock. The initial public offering price per share will be $22.00.We have beenapproved to list our shares of common stock on the New York Stock Exchange (“NYSE”) under the symbol “ALH”. Upon completion of this offering, we will be a “controlled company” as defined in the corporate governance rules of theNYSE, and, therefore, will qualify for, butdo not intend to rely on, exemptions from certain governance requirements. See “Management—Controlled Company.” After the closing of this offering, our principalstockholder will own approximately 74.2% of our outstanding common stock (or approximately71.4% if the underwriters exercise their option to purchase additionalshares in full). See “Risk Factors—Risks Relating to this Offering and Ownership of Our Common Stock—Upon the listing of our common stock on the NYSE, we willbe a “controlled company” within the meaning of the corporate governance standards of the NYSE. As a result, we will qualify for, and may in the future rely on,exemptions from certain corporate governance requirements. You will not have the same protections afforded to stockholders of companies that are subject to suchrequirements.” Investing in shares of our common stock involves risks. See “Risk Factors” beginning on page21to read about factors you should consider before buying Neither the Securities and Exchange Commission nor any state securities commission or other regulatory body has approved or disapproved of thesesecurities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense. Initial public offering priceUnderwriting discounts and commissionsProceeds to us, before expensesProceeds to our principal stockholder, before expenses(1) (1)See “Underwriting(Conflicts of Interest)” for a description of compensation to be paid to the underwriters. To the extent that the underwriters sell more than 37,560,974 shares of our common stock, the principal stockholder has granted to the underwriters the option for aperiod of 30 days to purchase up to an additional 5,634,146 shares of our common stock at the initial public offering price less the underwriting discounts andcommissions. One or more funds and/or accounts managed by Capital International Investors (“Capital”) and Kayne Anderson Rudnick Investment Management, LLC, on behalfof its investment management clients (“Kayne Anderson Rudnick”) have each indicated an interest in purchasing up to $100 million in shares of common stock in thisoffering at the initial public offering price. Because these indications of interest are not binding agreements or commitments to purchase, each of Capital and KayneAnderson Rudnick may determine to purchase more, less or no shares in this offering or the underwriters may determine to sell more, less or no shares to such entities.The underwriters will receive the same underwriting discount on any of our shares of common stock purchased by each of Capital and Kayne Anderson Rudnick as theywill from any other shares sold to the public in this offering. Shares purchased by Capital and Kayne Anderson Rudnick in this offering will not be subject to a lock-upagreement. See “Underwriting.” The underwriters expect to deliver the shares of common stock against payment on or about October 10, 2025 through the book-entry facilities of The DepositoryTrust Company. BofA Securities J.P. Morgan PNC Capital Markets LLC Market, Industry and Other DataTrademarks and Trade NamesPresentation of Financial InformationProspectus SummarySummary Consolidated Financial DataRisk FactorsSpecial Note Regarding Forward-Looking StatementsUse of ProceedsDividend PolicyCapitalizationDilutionManagement’s Discussion and Analysis of FinancialConditionandResultsofOperationsBusinessManagementExecutive CompensationCertain Relationships and Related PersonTransactionsPrincipaland SellingStockholderDescription of Certain IndebtednessDescription of Capital StockShares Eligible for Future SaleMaterial U.S. Federal Tax Consequences to Non-U.S