盐港明珠招股说明书-2019-09-27

F-1 1 ff12019_mingzhulogistic.htm FORM F-1 REGISTRATION STATEMENT

As filed with the U.S. Securities and Exchange Commission on September 27, 2019.

Registration No. 333-

UNITE D STATE S

SE CURITIE S AND E XCHANGE COMMISSION

Washington, D.C. 20549

FORM F-1

RE GISTRATION STATE ME NT

UNDE R

THE SE CURITIE S ACT OF 1933

MingZhu Logistics Holdings Limited

明珠货运控股有限公司

(Exact name of Registrant as specified in its charter)

Not Applicable

(Translation of Registrant’s name into English)

Cayman Islands4700Not Applicable incorporation or organization)Classification Code Number)Identification No.)

27F, Yantian Modern Industry Service Center

No. 3018 Shayan Road, Yantian District

Shenzhen, Guangdong, China 518081

Tel: (86) 755-25209839

(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)

Puglisi & Associates

850 Library Avenue, Suite 204

Newark, DE 19711

Tel: (302) 738-6680

(Name, address, including zip code, and telephone number, including area code, of agent for service)

Copies to:

Richard I. Anslow, E sq.

Jonathan Deblinger, E sq.

Wei Wang, E sq.

E llenoff Grossman & Schole LLP 1345 Avenue of the Americas New York, NY 10105

Phone: (212) 370-1300

Fax: (212) 370-7889Joel D. Mayersohn, E sq. Dickinson Wright PLLC 350 E ast Las Olas Blvd. Ft. Lauderdale, FL 33301 Phone: (954) 991-5426 Fax: (844) 670-6009

Approximate date of commencement of proposed sale to the public: as soon as practicable after the effective date of this registration statement.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ☒

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933.

Emerging growth company ☒

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐