Fitness Champs Holdings Limited Announces Pricing of Initial Public Offering

Rhea-AI Summary

Fitness Champs Holdings Limited (NASDAQ:FCHL), a Singapore-based aquatic sports education provider, has announced the pricing of its initial public offering at $4.00 per ordinary share. The company is offering 3,750,000 ordinary shares, with 2,000,000 shares from the company and 1,750,000 from selling shareholders.

The IPO is expected to generate gross proceeds of $8.0 million for the company. Trading will commence on September 4, 2025, under the ticker symbol "FCHL" on the Nasdaq Capital Market. The offering is expected to close around September 5, 2025, with Bancroft Capital serving as the lead managing underwriter.

The company plans to use the proceeds for strengthening its coaching team, marketing and branding, business development in other aquatic sports, potential strategic acquisitions, loan repayment, and general working capital.

Positive

• IPO expected to raise $8.0 million in gross proceeds
• Successful listing approval on NASDAQ Capital Market
• Clear growth strategy with funds allocated for coaching team expansion and business development
• Potential vertical expansion into other aquatic sports segments

Negative

• Portion of IPO proceeds will be used to repay shareholder loans rather than growth
• Significant portion of shares (1,750,000) being sold by existing shareholders rather than primary issuance
• Relatively small IPO size may limit institutional investor interest

Insights

IPO Analyst

Fitness Champs' $8M IPO provides growth capital but has modest size and higher risk as a small aquatic sports educator entering public markets.

Fitness Champs Holdings Limited, a Singapore-based aquatic sports education provider, has priced its initial public offering at $4.00 per share, raising $8 million in gross proceeds from the issuance of 2 million company shares. An additional 1.75 million shares are being sold by existing shareholders, bringing the total offering to 3.75 million shares.

The company begins trading on the Nasdaq Capital Market under ticker FCHL on September 4. The relatively small IPO size suggests a company with limited scale, which is typical for specialized education businesses. The split offering structure, with nearly half coming from existing shareholders selling their stakes rather than new company shares, often signals early investors seeking liquidity.

The $8 million in proceeds will be strategically allocated across multiple growth initiatives: strengthening coaching staff, marketing efforts, vertical expansion into other aquatic sports, potential acquisitions, offering expense repayment, and general working capital. This diversified approach indicates the company is pursuing multiple growth avenues simultaneously, which could either create valuable synergies or risk spreading resources too thin.

Bancroft Capital's role as sole underwriter, rather than a syndicate of multiple firms, suggests a boutique offering with potentially lower institutional interest. Emerging market educational service providers often face challenges demonstrating sustainable growth and margin expansion to public market investors focused on scalability. Valuation metrics and historical financials are not provided, making it difficult to assess the IPO's pricing relative to fundamentals.

Singapore, Sept. 04, 2025 (GLOBE NEWSWIRE) -- Fitness Champs Holdings Limited (the “Company”), a distinguished aquatic sports education provider in Singapore, today announced the pricing of its initial public offering (the “Offering”) of 3,750,000 ordinary shares, 2,000,000 of which are being offered by the Company and 1,750,000 by selling shareholders at a price to the public of US$4.00 per ordinary share. The ordinary shares have been approved for listing on the Nasdaq Capital Market and are expected to commence trading on September 4, 2025 under the ticker symbol “FCHL.”

The Company expects to receive aggregate gross proceeds of US$8.0 million from the Offering, before deducting underwriting discounts and other related expenses. The Offering is expected to close on or about September 5, 2025, subject to the satisfaction of customary closing conditions.

Net proceeds from the Offering will be used (i) to strengthen the Company’s coaching team by hiring and training more coaches; (ii) for marketing and branding; (iii) for business development such as vertical expansion in other aquatic sports; (iv) for potential strategic acquisitions; (v) for repayment of loans made by its controlling shareholder in connection with the costs of the Offering; and (vi) for general working capital and corporate purposes.

The Offering is being conducted on a firm commitment basis. Bancroft Capital, LLC (“Bancroft Capital”) is acting as the lead managing underwriter and book-runner for the Offering. Troy Gould PC is acting as the U.S. counsel to the Company, and Sichenzia Ross Ference Carmel LLP is acting as the U.S. counsel to Bancroft Capital in connection with the Offering.

A registration statement on Form F-1 relating to the Offering was filed with the Securities and Exchange Commission (the “SEC”) (File Number: 333-287405) and, as amended, was declared effective by the SEC on September 3, 2025. The Offering is being made only by means of a prospectus forming a part of the registration statement. Copies of the prospectus relating to the Offering may be obtained, when available, from Bancroft Capital at 501 W Office Center Dr # 130, Fort Washington, PA 19034, or via email at InvestmentBanking@bancroft4vets.com, or telephone at (484) 546-8000. In addition, copies of the prospectus relating to the Offering may be obtained via the SEC's website at www.sec.gov.

Before you invest, you should read the registration statement and the preliminary prospectus contained therein and the final prospectus, when available, and other documents the Company has filed or will file with the SEC for more complete information about the Company and the Offering. This press release does not constitute an offer to sell, or the solicitation of an offer to buy any of the Company’s securities, nor shall such securities be offered or sold in the United States absent registration or an applicable exemption from registration, nor shall there be any offer, solicitation or sale of any of the Company’s securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

About Fitness Champs Holdings Limited
Fitness Champs Holdings Limited is a distinguished aquatic sports education provider, offering general swimming lessons to children and adults, with ladies-only swimming lessons available, as well as aquatic sports classes such as water polo, competitive swimming and lifesaving. The Company is one of the largest providers of swimming lessons to children enrolled in public schools under the Ministry of Education of Singapore in Singapore through the SwimSafer program, and has been offering private swimming lessons to children, youths and adults under its brand “Fitness Champs” since 2012. The Company aims to make swimming an enjoyable and affordable sport for children and adults, for water safety and as a way of keeping fit and healthy. For more information, please visit the Company’s website at https://ir.fitnesschamps.sg/.

Forward-Looking Statements
Certain statements in this announcement are forward-looking statements, including, but not limited to, the Company's proposed Offering and use of proceeds. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs, including the expectation that the Offering will be successfully completed. Investors can find many (but not all) of these statements by the use of words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” or other similar expressions in this prospectus. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the SEC.

For more information, please contact:
Fitness Champs Holdings Limited
Email: ir@fitnesschampsaquatics.com

Ascent Investor Relations LLC
Tina Xiao
Phone: +1-646-932-7242
Email: investors@ascent-ir.com

FAQ

What is the IPO price for Fitness Champs Holdings (FCHL) shares?

Fitness Champs Holdings has priced its IPO at $4.00 per ordinary share.

How many shares is Fitness Champs Holdings (FCHL) offering in its IPO?

The company is offering a total of 3,750,000 ordinary shares, with 2,000,000 shares from the company and 1,750,000 from selling shareholders.

When will FCHL stock start trading on NASDAQ?

FCHL shares are expected to commence trading on September 4, 2025 on the Nasdaq Capital Market.

How much money will Fitness Champs Holdings raise from its IPO?

The company expects to receive gross proceeds of $8.0 million from the IPO, before deducting underwriting discounts and other related expenses.

How will Fitness Champs Holdings use its IPO proceeds?

The proceeds will be used for hiring and training coaches, marketing and branding, business development in aquatic sports, potential acquisitions, loan repayment, and general working capital.

Who is the lead underwriter for the Fitness Champs Holdings IPO?

Bancroft Capital, LLC is acting as the lead managing underwriter and book-runner for the IPO.