Solowin (AXG) Registration Filing summary

Company overview and business model

• Operates as a Cayman Islands holding company with all substantive operations conducted through Hong Kong subsidiaries, primarily Solomon JFZ and Solomon Wealth.

• Offers a broad range of financial services: investment banking, wealth management, asset management, and virtual asset services, targeting Chinese investors in Asia and institutional clients in Hong Kong, Australia, and New Zealand.

• Solomon JFZ is licensed by the HKSFC for securities dealing, advising, corporate finance, and asset management, and is among the first to offer virtual asset trading and advisory services to retail investors in Hong Kong.

• Recent expansion includes the launch of Solomon Wealth for private wealth management and partnerships to enhance virtual asset offerings.

Financial performance and metrics

• Total revenue for the fiscal year ended March 31, 2024 was $4.29 million, down 4% from the prior year, with a loss from operations of $4.43 million.

• Revenue for the six months ended September 30, 2024 decreased 60% year-over-year to $1.06 million, with a loss from operations of $6.29 million.

• Revenue mix has shifted toward investment advisory (67% of FY24 revenue) and asset management (20%), with declining contributions from securities-related and corporate consultancy services.

• Net tangible book value as of September 30, 2024 was $5.88 million, or $0.37 per share.

Use of proceeds and capital allocation

• Net proceeds will fund business development, marketing, HKSFC capital requirements, and general corporate purposes.

• May allocate a portion to acquisitions or investments in complementary businesses; no current commitments.

• Pending use, proceeds may be invested in capital preservation assets, including digital assets, ETFs, and U.S. government securities.