慧择保险上市IPO招股书.pdf

g29g10g14g3g14g3g47g19g1Cg17g1Ag14g15g47g49g14g11g4Bg57g50g3g29g32g35g30g3g29g10g14g37g44g45g4Fg48g3g52g49g3g26g52g51g57g48g51g57g56As filed with the Securities and Exchange Commission on September 4, 2019Registration No. 333- g63g63g63SECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549g63 g63FORM F-1REGISTRATION STATEMENTUNDERTHE SECURITIES ACT OF 1933g63 g63Huize Holding Limited(Exact name of Registrant as specified in its charter)g63g63Not Applicable(Translation of Registrants name into English)g63g63g63Cayman Islands 6411 Not Applicable(State or other jurisdiction ofincorporation or organization) (Primary Standard IndustrialClassification Code Number) (I.R.S. EmployerIdentification Number)5/F, Building 3-4,Shenzhen Animation Park, Yuehai Road, Nanhai Avenue,Nanshan District, Shenzhen 518052Peoples Republic of China+86 755 3689 9088(Address, including zip code, and telephone number, including area code, of Registrants principal executive offices)g63(Name, address, including zip code, and telephone number, including area code, of agent for service)g63g63Copies to:g63g63Haiping Li, Esq.Skadden, Arps, Slate, Meagher g63 quality client base with long-term client engagement;g63 effective client acquisition and retention;g63 outstanding product design and development capabilities powered by data;g63 strong technology infrastructure and data analytics capability; andg63 visionary and experienced management and entrepreneurial corporate culture.Our StrategiesWe intend to further grow our business by pursuing the following strategies:g63 expand client base and enhance client engagement;g63 deepen our cooperative relationships with insurer partners;g63 offer more products and develop more co-branded products;g63 invest in technology to improve operating efficiency and enhance profitability; andg63 selectively grow through mergers g63 navigate in the fast-changing regulatory environment;g63 develop and offer insurance products that meet the evolving market demand;g63 expand our client base through various channels;g63 maintain and improve our relationship with business partners;g63 maintain and enhance our “Huize” brand in a cost-effective manner;g63 stay compliant with regulatory requirements, and manage impacts of our past and potential non-compliance;g63 continuously maintain and enhance our technology and big data edges; andg63 compete successfully.Please see “Risk Factors” and other information included in this prospectus for a discussion of these and other risks and uncertainties that weface.Corporate History and StructureOur founding team began operating an online insurance business under the “Huize” brand in 2006. Shenzhen Huize Insurance Brokerage Co.,Ltd., or Huize Brokerage, was established in 2011 in preparation forg63 4g37g44g45g4Fg48g3g52g49g3g26g52g51g57g48g51g57g56the launch of our platform. Mr. Cunjun Ma, the chairman of our board of directors and our chief executive officer, was our founder. In 2014,Mr. Cunjun Ma established Shenzhen Huiye Tianze Investment Holding Co., Ltd., or Huiye Tianze, as a holding company in the PRC. We havebeen operating our business primarily through Huiye Tianze and its subsidiaries, including Huize Brokerage and Shenzhen Huize Shidai Co., Ltd.,since 2014.Our company, Huize Holding Limited, formerly known as Smart Choice Holding Limited, was established in 2014 by three shareholders:(i) Huidz Holding Limited, Mr. Cunjun Mas holding company incorporated in the British Virgin Islands; (ii) Crov Global Holding Limited,incorporated in the British Virgin Islands, the investment vehicle of Focus Technology Co., Ltd., an A-share listed company; and (iii) SAIF IVHong Kong (China Investments) Limited incorporated in Hong Kong. Huize Holding Limited established Smart Choice Ventures Limited in theBritish Virgin Islands and Hong Kong Smart Choice Ventures Limited, or Hong Kong Smart Choice, in Hong Kong. Hong Kong Smart Choicesubsequently established a wholly owned subsidiary in China, Zhixuan International Management Consulting (Shenzhen) Co., Ltd., or our WFOE,in 2015.In June 2019, in preparation of this offering, we undertook a restructuring in order for shareholders of our VIE to own shares of our company,and we obtained control and became the primary beneficiary of Huiye Tianze, or our VIE, by entering into a series of contractual arrangementswith it and its shareholders through our WFOE. Due to the PRC legal restrictions on foreign ownership of internet-based businesses andqualification requirements on foreign investors in the insurance brokerage business, we rely on these contractual arrangements to conduct asignificant part of our operations in China. As a result of our direct ownership in our WFOE and the contractual arrangements with Huiye Tianzeand its shareholders, we are regarded as the primary beneficiary of our VIE, and we treat our VIE and its subsidiaries as our variable interestentities under U.S. GAAP. We have consolidated the financial results of our VIE and its subsidiaries in our consolidated financial statements inaccordance with U.S. GAAP.g63 5