Harneys advises Keep Inc. on its Hong Kong IPO

Harneys acted as Cayman Islands counsel to Keep Inc. on its Hong Kong initial public offering, with an offering size of HK$313 million (approximately US$40 million). Its shares were listed and commenced trading on 12 July 2023.

Founded in 2015, Keep is a growing and result-oriented platform that provides users with a comprehensive fitness solution to help them achieve their fitness goals. Backed by Tencent, GGV Capital, and SoftBank, it is the largest fitness platform in China in terms of monthly active users. It offers personalised fitness programs, sports apparel and devices, health food, and other wellbeing services.

Counsel Jessie Xu led the Harneys Shanghai-based team, supported by Partner Calamus Huang. Skadden, Arps, Slate, Meagher & Flom LLP provided Hong Kong and US legal advice, while Commerce & Finance Law Offices and Global Law Office acted as PRC counsel to Keep. Davis Polk & Wardwell LLP and Tian Yuan Law Firm acted as Hong Kong and US counsel and PRC counsel respectively to the sole sponsor and the underwriters.

This is the fifth Hong Kong IPO the team has closed in the past month and a half. The other recent IPOs include those of cancer drug developer Laekna Inc., Chinese digital pharmaceutical platform YSB Inc., Chinese pharma firm Cutia Therapeutics, and Chinese IT service provider Edianyun Limited.

Jessie commented: “We are delighted to have advised Keep Inc. on their successful listing. Through this venture, they aim to tap into China's vast fitness market and bring about a revolutionary change in the traditional offline fitness model.” Calamus added: "We are grateful that clients from different industry sectors continuously place their trust in our team. Our goal is to maintain this level of trust and recognition and assist even more clients in achieving their business objectives."

The Corporate team at Harneys advises on complex cross-border transactions involving the British Virgin Islands, Cayman Islands, Luxembourg, and Cyprus corporate vehicles. The team’s significant track record includes advising on high-profile private equity transactions, landmark IPOs, public and private M&A, and joint ventures. The firm’s expertise lies in advising entities listed or listing on all major stock exchanges, including the New York Stock Exchange, NASDAQ, the London Stock Exchange, AIM, the Hong Kong Stock Exchange, the Shanghai Stock Exchange, and the Luxembourg Stock Exchange.