UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 As filed with the U.S. Securities and Exchange Commission on January 30, 2026. Registration No. 333-283297 Amendment No. 12 to Form F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 _______________________ FG Holdings Limited (Exact name of Registrant as specified in its charter) _______________________ Not Applicable (Translation of Registrant's name into English) _______________________ | British Virgin Islands | 6199 | Not ...

Group 1 - The fourth FGVCon Overseas Influencer Selection Exhibition opened in Shenzhen, showcasing CoGoLinks' innovative one-stop cross-border payment solutions [1] - The exhibition attracted over 20 countries and regions, with more than 20,000 industry elites participating, including over 300 overseas influencers and more than 1,000 international buyers [1] - The event featured a main forum and 12 vertical theme sub-forums, analyzing e-commerce trends and opportunities in key global markets such as the US, Southeast Asia, Latin America, and Europe [1] Group 2 - The rise of short video platforms like TikTok has led to a rapid growth in content e-commerce, prompting many Chinese sellers and brands to enter this new cross-border e-commerce market [2] - CoGoLinks has built a secure and efficient global payment network by integrating local payment channels and digital technology, enhancing operational efficiency for sellers on platforms like TikTok Shop [2] - The company offers customized cross-border payment solutions that improve fund operation efficiency, providing a competitive advantage in global business expansion [2] Group 3 - CoGoLinks was awarded the "2025 Annual Overseas E-commerce Payment Service Provider Award" at the exhibition [3] - The company emphasizes the importance of smooth and secure payment processes as essential to the commercial ecosystem, committing to ongoing technological innovation and global compliance [3] - CoGoLinks aims to be a trusted partner for cross-border payments, facilitating the global market expansion for Chinese enterprises and brands [3]

Core Insights - The global growth factor drug market is steadily increasing, projected to grow from 13.2 billion in 2018 to 15.9 billion by 2025, with a compound annual growth rate (CAGR) of 3.4% [8][9] - The Chinese growth factor drug market is recovering, expected to reach 7.1 billion by 2025, doubling from 2020 levels, driven by the introduction of more human-derived products and expanded indications [9][10] - The market is characterized by a diverse range of growth factor products, with FGF holding the largest market share, followed by EGF and NGF [10] Growth Factor Drug Industry Overview - Growth factors are bioactive substances that regulate cell proliferation, migration, survival, and differentiation during tissue repair by binding to specific receptors on cell membranes [2][3] - They operate through paracrine and endocrine mechanisms, influencing local and systemic physiological processes [2][6] Market Status - The global growth factor drug market is expected to exceed 20 billion by 2029, indicating a robust growth trajectory [8] - In China, the market experienced a decline from 2019 to 2020 due to concerns over non-human-derived products and stricter regulations, but is now on a recovery path [9][10] Product Approval Status - As of December 2025, 38 growth factor drugs are expected to be approved in China, with significant contributions from companies like Zhuhai Yisheng Biopharmaceutical and Beijing Shuanglu Pharmaceutical [10][11] Development Trends - The growth factor drug market is anticipated to grow due to increasing demand for treatments in open wound care, ophthalmic diseases, and nerve regeneration [11] - Expanding indications and supportive policies are expected to accelerate new drug development and approval processes [11]

Core Viewpoint - FG Holdings, a Hong Kong-based mortgage brokerage company, has increased the proposed size of its upcoming IPO, now planning to raise $15 million by issuing 3.8 million shares at a proposed price of $4 per share, which is a 67% increase from its previous plan [1] Group 1: IPO Details - The company initially planned to issue 2 million shares at a price range of $4 to $5 [1] - The revised transaction size results in a market capitalization of $135 million, which is a 6% decrease from previous terms [1] - The IPO is set to be listed on NASDAQ under the ticker symbol FGO, with D.Boral Capital and uSmart Securities acting as co-book runners for the transaction [1] Group 2: Company Operations - FG Holdings operates a fintech platform that provides private credit mortgage and bank mortgage brokerage services [1] - The company has facilitated over $1.3 billion in loans to 711 borrowers since its inception [1] - For the 12 months ending June 30, 2025, FG Holdings recorded revenue of $3 million [1]

As filed with the U.S. Securities and Exchange Commission on January 6, 2026. Registration No. 333-283297 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 11 to Form F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 _______________________ FG Holdings Limited (Exact name of Registrant as specified in its charter) _______________________ Not Applicable (Translation of Registrant's name into English) _______________________ | British Virgin Islands | 6199 | Not A ...

Core Insights - The article focuses on addressing the traditional hotel industry's pain points related to heavy asset investment, liquidity issues, and high capital requirements by utilizing blockchain technology to digitize physical assets and issue NFG equity tokens, facilitating a shift towards a lighter asset model [1][12]. Group 1: Model Core Algorithm - The model employs blockchain smart contracts to automate profit sharing and equity transfer, issuing NFG equity tokens anchored to future hotel revenues, with a limited minting of tokens (e.g., 20,000 tokens at 2,000 yuan each) that include both usage rights and profit rights [3]. - Profit-sharing rules are designed to allow user returns to grow alongside hotel revenues, with an example showing an initial token value of 2,000 yuan potentially increasing to 3,175 yuan after five years, reflecting an annualized growth rate of approximately 11.75% [3]. - The equity tokens can be transferred or split, with transactions recorded automatically by smart contracts, ensuring transparency in profit distribution [3]. Group 2: Addressing Core Issues - The platform aims to resolve the hotel industry's "capital immobilization" issue by enabling hotels to recover funds in advance (e.g., raising 40 million yuan through equity issuance), thereby reducing liabilities [7]. - The investment threshold for users is significantly lowered from millions to 2,000 yuan, allowing for both accommodation consumption rights and appreciation rights, transforming "immobilized consumption" into "liquid assets" [7]. - Hotels can convert fixed costs (e.g., 33.6 million yuan over five years) into variable capital, locking in long-term customers and enhancing repeat purchases while reducing customer acquisition costs through digital equity marketing [7]. Group 3: Design Logic of the Model - The model ensures sustainability through quantifiable profit-sharing rules (e.g., 10% service fee, equity appreciation formula) that directly link user returns to hotel performance, creating a community of shared interests and avoiding the pitfalls of traditional prepaid card systems [9]. - Blockchain technology underpins trust by ensuring that data is immutable once assets are on-chain, addressing issues of transaction transparency and exit difficulties in traditional models [9]. - The shift towards a lighter asset model is timely, as fixed costs in hotels exceed 70%, and the issuance of equity tokens allows for smaller, more liquid asset transactions, aligning with government policies promoting digital transformation by 2025 [9]. Group 4: Summary of Business Logic - The essence of the model is a fusion of "asset securitization" and "private domain traffic," transforming customers into investors through NFG equity, creating a self-sustaining ecosystem [12]. - The profit-sharing rules (e.g., annualized growth of 11.75%, 10% service fee) clarify risk and return, while the ability to transfer or split equity tokens enhances liquidity, disrupting the rigid traditional membership card model [12]. - This logic is applicable to other sectors such as real estate and renewable energy, facilitating asset digitalization and providing a universal template for private domain e-commerce system developers [12].

Application Scenarios - The solution is applicable to the traditional hotel industry, particularly for hotel enterprises facing issues such as high capital investment, significant fund immobilization, poor liquidity, high operating costs, and a single membership system. The approach aims to digitize and tokenize future revenue rights of hotels, achieving asset lightweighting, rapid fund recovery, and flexible circulation of user rights [1]. Core Algorithms and Mechanisms - The solution includes mechanisms for asset on-chain and rights confirmation, as well as profit-sharing and revenue distribution [3]. Value Calculation Formula - Each NFG equity value is calculated as: Total hotel revenue ÷ Total NFG issued shares. For example, if a hotel issues 20,000 NFG shares at 2,000 yuan each, and after 5 years the total revenue reaches 63.5 million yuan, the value of each share increases to 3,175 yuan, resulting in an annual appreciation of 11.75% [5]. Rights Circulation and Splitting Mechanism - NFG rights support transfer, splitting, and trading, enhancing liquidity [6]. Problem Resolution - The NFG rights address the rigidity of traditional membership cards, which are limited to consumption, by incorporating usage, investment, and circulation attributes [10]. Design Rationale - The design addresses issues such as fund immobilization and heavy asset pressure by allowing hotels to monetize future revenues in advance, thus facilitating a transition to a lightweight asset operation model. It also improves liquidity by enabling rights to be transferable, breaking the traditional prepaid fund "dead cycle." Additionally, it strengthens user engagement by transforming consumers into "co-builders and investors," enhancing repurchase and loyalty. The fragmented issuance of rights lowers the investment threshold, allowing small funds to participate in high-end asset investments [12]. Trust Mechanism Based on Blockchain - The blockchain-based mechanism ensures transparent asset ownership and traceable transactions, establishing a foundation of trust. The dual rights structure (usage rights + benefit rights) meets consumption needs while providing investment attributes, expanding the user base. The profit-sharing rules are clearly defined, with all revenue distributions executed automatically through smart contracts, making them publicly verifiable and avoiding disputes. The liquidity design allows rights to circulate and split, activating the secondary market and enhancing asset vitality. The ecosystem is expandable, enabling multiple hotels to independently issue NFGs, forming an alliance ecosystem with interlinked rights and expanded scenarios [13]. Example Illustration - A hotel plans to issue 5-year NFG rights, with a total issuance of 20,000 shares priced at 2,000 yuan each. If a user purchases one share for 2,000 yuan and the hotel achieves total revenue of 63.5 million yuan after 5 years, the value of each NFG equity will rise to 3,175 yuan. The hotel can recover 40 million yuan in advance through the issuance of NFGs for lightweight operations while establishing long-term interest alignment with users [15]. Rights Utilization - Users receive 10 accommodation rights (usage rights), with the hotel charging a 10% service fee on room rates. They also receive one benefit right, which appreciates with the hotel's operational growth. Users can choose to use the accommodation rights, transfer or gift the rights to others, or hold them until maturity to enjoy asset appreciation [17].

Core Insights - As of December 18, 2025, a total of 83 Chinese companies have submitted IPO applications to the SEC, excluding SPACs and those with invalid or withdrawn filings [1][2] - Among the 88 companies awaiting IPO in the U.S., 11 have had their prospectuses become effective [3] Group 1: IPO Applications - 83 Chinese companies have filed for IPOs, with a significant number from Hong Kong, accounting for 53.41% of the total [1][3] - The peak period for Hong Kong companies submitting IPO applications began in late May, representing 43% of the total applications [3] Group 2: Regional Distribution - The companies are distributed across 15 regions in China, with Guangdong and Shanghai having the second-highest number of applications after Hong Kong [3] - Fujian and Zhejiang have 5 and 4 companies respectively that have submitted IPO applications [3] Group 3: Companies with Pending Filings - Five companies have completed the filing process for U.S. listings but have not yet made their prospectuses public [2]

Core Viewpoint - FG Nexus has initiated a stock buyback program, borrowing approximately $10 million and selling around 10,000 ETH to support this initiative and enhance shareholder value [1] Financial Summary - The company has repurchased 3.4 million shares of common stock [1] - The ETH holdings have decreased to 40,005 coins [1] - The total cash and USDC balance is approximately $37 million [1] - The net asset value per share is about $3.94 [1]

Core Insights - Mitsubishi UFJ Financial Group (MUFG) has partnered with OpenAI to accelerate the application of artificial intelligence (AI) in its operations, including support for a new digital bank set to launch in the next fiscal year [1] Group 1: Partnership and AI Implementation - The collaboration aims to enhance customer services through AI technologies such as intelligent dialogue for account opening and other banking services [1] - MUFG and OpenAI will jointly develop an intelligent consulting system that allows users to interact with ChatGPT for personal finance and asset allocation via a mobile application [1] Group 2: Workforce and Industry Impact - MUFG is actively recruiting experienced professionals as part of this initiative, with plans to expand its internal AI team to over 350 members by the end of the fiscal year ending March 2027 [1] - The global banking industry is exploring transformation through AI, which is not only improving operational efficiency but also reshaping the nature of jobs, leading to ongoing discussions about AI's impact on employment in Japan's financial sector [1]