Boqii Holding Ltd. Announces $4.2 Million Registered Direct Offering

Rhea-AI Summary

Boqii Holding (NYSE: BQ) agreed to sell an aggregate of 1,500,000 Class A shares (or pre-funded warrants) at $2.80 per share in a registered direct offering, producing approximately $4.2 million gross proceeds. The pre-funded warrants carry an $0.16 exercise price. The offering is expected to close on or about November 4, 2025, subject to customary closing conditions. Univest Securities is the sole placement agent. The offering uses a shelf registration on Form F-3 (File No. 333-267919) declared effective by the SEC on November 23, 2022. A final prospectus supplement will be filed with the SEC and made available on sec.gov.

Positive

• Gross proceeds of approximately $4.2 million
• Use of pre-funded warrants offers investor subscription flexibility
• Offering covered by an existing Form F-3 shelf declared effective Nov 23, 2022

Negative

• Issuance of 1,500,000 shares may dilute existing shareholders
• Closing subject to customary conditions; expected close on Nov 4, 2025 creates short-term execution risk

SHANGHAI, Nov. 3, 2025 /PRNewswire/ -- Boqii Holding Ltd. (NYSE: BQ) (the "Company"), today announced that it has entered into a definitive agreement with certain investors for the purchase and sale of an aggregate of 1,500,000 of the Company's Class A ordinary share, par value $0.16 per share (the "Shares") (or pre-funded warrants in lieu thereof) at a purchase price of $2.80 per share in a registered direct offering. The purchase price for the pre-funded warrants is identical to the purchase price for Shares, less the exercise price of $0.16 per share.

The aggregate gross proceeds to the Company of this offering are expected to be approximately $4.2 million. The transaction is expected to close on or about November 4th, 2025, subject to the satisfaction of customary closing conditions.

Univest Securities, LLC is acting as the sole placement agent.

The registered direct offering is being made pursuant to a shelf registration statement on Form F-3 (File No. 333-267919) previously filed by the Company and declared effective by the U.S. Securities and Exchange Commission ("SEC") on November 23, 2022. A final prospectus supplement and accompanying prospectus describing the terms of the proposed offering will be filed with the SEC and will be available on the SEC's website located at http://www.sec.gov. Electronic copies of the final prospectus supplement and the accompanying prospectus may be obtained, when available, by contacting Univest Securities, LLC at info@univest.us, or by calling +1 (212) 343-8888.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sales of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

About Boqii Holding Ltd.

Boqii Holding Limited (NYSE American: BQ) is a leading pet-focused platform in China. Boqii is the leading online destination for pet products and supplies in China with a broad selection of high-quality products including global leading brands, local emerging brands, and its own private label, Yoken, Mocare and D-cat, offered at competitive prices. Boqii's online sales platforms, including Boqii Mall and its flagship stores on third-party e-commerce platforms, provide customers with convenient access to a wide selection of high-quality pet products and an engaging and personalized shopping experience. Its Boqii Community provides an informative and interactive content platform for users to share their knowledge and love for pets. For additional information about Boqii Holding, please visit www.ir.boqii.com. 

Forward-Looking Statements

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as "may," "will," "expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to" or other similar expressions. The Company undertakes no obligation to update 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 in its other filings with the U.S. Securities and Exchange Commission.

Boqii Holding Ltd.
Room 1203, 12F, Building T1, Smart Cloud, NO.1
Lane 235, Yubei Road, Pudong New District, 
Shanghai, P.R.China
Tel:86-21-6882-6051
Email: ir@boqii.com

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SOURCE Boqii Holding Limited

FAQ

What is Boqii (BQ) selling in the November 3, 2025 registered direct offering?

Boqii is selling 1,500,000 Class A shares or pre-funded warrants at $2.80 per share for gross proceeds of about $4.2 million.

When is the Boqii (BQ) offering expected to close and who is the placement agent?

The transaction is expected to close on or about November 4, 2025, and Univest Securities is the sole placement agent.

What is the exercise price for the pre-funded warrants in the Boqii (BQ) deal?

The pre-funded warrants have an $0.16 exercise price; their purchase price equals the share price less the exercise price.

How can investors obtain the final prospectus supplement for Boqii's (BQ) registered direct offering?

A final prospectus supplement will be filed with the SEC and will be available on sec.gov and from Univest Securities via the contact details provided.

Under what SEC registration is Boqii (BQ) conducting the offering?

The offering is made under a shelf registration on Form F-3 (File No. 333-267919) declared effective by the SEC on November 23, 2022.