CDT Environmental Technology Announces Private Placement of Common Stock

Rhea-AI Summary

CDT Environmental Technology (NASDAQ: CDTG) announced a private placement consisting of 2,000,000 class A ordinary shares at $0.50 per share for aggregated proceeds of up to $1.0 million. Six investors signed share subscription agreements on or around Dec 8, 2025, with three subscribers having completed subscriptions for 1,200,000 shares to date.

The Company said the remaining subscriptions are expected to close in January or February 2026. The Subscription Shares are being issued in transactions not registered under the U.S. Securities Act and carry a six-month resale restriction following completion. Three subscribers agreed to delay closing by several weeks.

Positive

• Gross proceeds up to $1.0M from 2,000,000 shares
• 1,200,000 shares closed with three subscribers to date
• Remaining subscriptions expected Jan–Feb 2026

Negative

• 2,000,000 new shares may cause shareholder dilution
• Subscription Shares issued unregistered under the U.S. Securities Act
• Six-month lock-up limits resale and secondary liquidity

Key Figures

Subscription Shares 2,000,000 shares Aggregate class A ordinary shares in the private placement

Subscription price US$0.50 per share Cash price per Subscription Share agreed with investors

Completed subscriptions 1,200,000 shares Aggregate Subscription Shares completed by three investors to date

Number of investors 6 investors Total Subscribers participating in the Share Subscription Agreements

Completed Subscribers 3 Subscribers Number of investors that have completed their subscriptions so far

Lock-up period 6 months Resale restriction period after completion for each Subscriber

Market Reality Check

$0.3460 Last Close

Volume Volume 569,647 is 12.23x the 20-day average of 46,592, showing unusually heavy trading ahead of this private placement. high

Technical Price 0.371 is trading below the 200-day MA of 0.87, indicating a longer-term downtrend even after today’s bounce.

Peers on Argus

CDTG gained 13.56% while sector peers showed mixed, smaller moves (e.g., AQMS +5.34%, GWAV +2.92%, AWX -1.45%, QRHC -1.55%), pointing to a stock-specific reaction to the financing news.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 23	Interim earnings update	Negative	-16.8%	Weak revenue and net loss for H1 2025 versus prior-year profit.
Nov 28	AGM and share actions	Negative	-1.7%	AGM approval of 25-for-1 consolidation and share capital changes.
Nov 20	Strategic growth plan	Positive	+6.3%	New initiative entering green hydrogen via waste-to-hydrogen technology.
Sep 26	EGM capital changes	Negative	-3.3%	Creation of class B super-voting shares and larger authorized capital.

Pattern Detected

Recent news events, especially earnings weakness and capital structure changes, have generally been followed by negative price reactions, while strategic growth announcements saw a positive response.

Recent Company History

Over the last several months, CDT Environmental Technology has reported weaker interim results, including $7.3M revenue (down 42.3% YoY) and a $1.3M net loss for the six months ended Jun 30, 2025, which coincided with a -16.79% move. Shareholders approved significant capital structure changes at EGMs and AGMs, including creating super-voting class B shares and a potential 25-for-1 consolidation, both followed by modest declines. A November 2025 strategic push into waste-to-hydrogen technology saw a 6.3% gain, showing investors had previously rewarded growth-oriented news more than structural or financial items.

Market Pulse Summary

This announcement details a private placement of 2,000,000 class A ordinary shares at US$0.50 per share with six investors, including a six‑month resale restriction. It follows a period of weaker financial performance and significant share capital changes. The deal structure, unregistered status under the U.S. Securities Act, and lock‑up terms are important for assessing dilution and future trading dynamics, alongside prior strategic moves into waste‑to‑hydrogen technology.

Key Terms

private placement financial

"announces Private Placement of Common Stock"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

subscription agreements financial

"it entered into share subscription agreements (each a “Share Subscription Agreement”)"

A subscription agreement is a signed contract in which an investor promises to buy a specified number of a company’s shares or securities under set terms — price, quantity, payment schedule and any conditions. Think of it like a formal deposit and purchase plan for stock: it locks in the sale and the buyer’s obligations and often sets protections or restrictions that affect ownership, dilution and the company’s ability to raise more money, so investors can assess risk and control.

class A ordinary shares financial

"subscribe in the aggregate 2,000,000 class A ordinary shares of the Company"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

subscription price financial

"at a subscription price of US$0.50 per share in cash"

Subscription price is the set amount an investor pays to buy newly issued shares, bonds or units when a company offers them directly, such as in a rights issue or subscription offering. It matters because it determines how much an investor’s ownership cost will be, affects potential gains or losses and influences dilution of existing shareholders—think of it as a pre-order price that helps decide whether joining the new issue is worthwhile.

U.S. Securities Act regulatory

"transactions not registered under the U.S. Securities Act and may not be resold"

A U.S. securities act is a federal law that requires companies to disclose clear, detailed information before offering stocks or bonds to the public and prohibits false or misleading statements. Think of it as a product label and consumer-protection rule for investments: it helps investors know what they’re buying and provides legal remedies if information is withheld or deceptive, which can affect confidence, pricing and the ability of companies to raise money.

beneficially owned regulatory

"or any securities of the Company beneficially owned by the Subscriber"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

AI-generated analysis. Not financial advice.

SHENZHEN, China, Jan. 06, 2026 (GLOBE NEWSWIRE) -- CDT Environmental Technology Investment Holdings Limited (Nasdaq: CDTG) (“CDT”, the “Company”, or “we”), a leading provider of waste treatment systems and services throughout China, today announced that that it entered into share subscription agreements (each a “Share Subscription Agreement”) with six investors (each a “Subscriber”) on or around December 8, 2025, pursuant to which the Subscribers have agreed to subscribe in the aggregate 2,000,000 class A ordinary shares of the Company (the “Subscription Shares”) at a subscription price of US$0.50 per share in cash. Each Share Subscription Agreement is substantially on the same form and based on the same terms and conditions, except for the number of Subscription Shares and the Company’s subsequent agreement with three Subscribers to delay the completion of their subscriptions by several weeks.

The Subscription Shares will be issued in transactions not registered under the U.S. Securities Act and may not be resold unless the resale falls within an exemption thereunder. Each Subscriber has also agreed not to resell the Subscription Shares or any securities of the Company beneficially owned by the Subscriber, whether in public or private transactions, for a period of six months upon completion of the transaction.

As of the date hereof, three of the six Subscribers have completed their subscriptions of 1,200,000 Subscription Shares in the aggregate. It is expected that completion of the subscriptions for the remaining three Subscribers will take place in January or February 2026.

This press release is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any securities, and shall not constitute an offer, solicitation or sale of 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 any such state or jurisdiction.

About CDT Environmental Technology Investment Holdings Limited

CDT, headquartered in Shenzhen, China, is a leading national player in China’s waste treatment sector that designs, develops, manufactures, sells, installs, operates and maintains sewage treatment systems and provides sewage treatment services in China, and is dedicated to promoting sustainable development through innovative solutions. Founded by pioneers in waste treatment, CDT aims to advance next-generation technologies that directly address environmental challenges and promote sustainable solutions. CDT is a recognized brand in China and is committed to innovation and customer satisfaction.

CDT’s mission is to help its customers achieve their critical infrastructure objectives while enabling positive changes in technological environmental protection. It collaborates with industry leaders, environmental experts, and stakeholders to develop and implement advanced waste treatment solutions. Recently listed on the Nasdaq Capital Market, CDT is a prominent player in the waste treatment market, capable of providing comprehensive solutions to diverse customer needs, and has completed more than 150 plants across China.

For more information, please visit CDT’s website at https://www.cdthb.cn.

Forward-looking Statements

This press release contains forward-looking statements that are based on the beliefs and assumptions of the management of CDT and on information currently available to such management. These forward-looking statements are subject to numerous risks and uncertainties, many of which are beyond CDT’s control. When the Company uses words such as “may,” “should,” “will,” “future,” “expect,” “anticipate,” “project,” “estimate,” “believe,” and “intend,” or similar expressions that do not relate solely to historical matters, it is intended to identify forward-looking statements. All statements, other than statements of historical fact, contained in this press release, including statements regarding future events, future financial performance, business strategy and plans, and objectives of CDT for future operations, any statements regarding the Offering and the timing of the filing of the Registration Statement, the anticipated gross proceeds from the Offering and the anticipated use of the net proceeds of the Offering, are forward-looking statements. Although CDT does not make forward-looking statements unless it believes it has a reasonable basis for doing so, CDT cannot guarantee their accuracy. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, which may cause the actual results, levels of activity, performance or achievements of CDT and its markets to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Further information regarding these and other risks, uncertainties, or factors is included in the Company’s filings with the U.S. Securities and Exchange Commission. For these reasons, among others, investors should not place undue reliance on any forward-looking statement. CDT undertakes no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that arise after the date hereof, whether as a result of new information, future events or otherwise, except as may be required by applicable law.

For more information, please contact:
Investor and Media Contact
United States

PCG Advisory
Kevin McGrath
Tel: +1-646-418-7002
Email: kevin@pcgadvisory.com

FAQ

What did CDTG announce on January 6, 2026 about new shares?

CDTG announced a private placement of 2,000,000 class A shares at $0.50 per share, with 1,200,000 shares already subscribed and the rest expected to close in Jan–Feb 2026.

How much money will CDTG raise from the private placement (NASDAQ: CDTG)?

The private placement is for 2,000,000 shares at $0.50, implying up to $1.0 million in gross proceeds if fully subscribed.

When will the remaining CDTG subscription shares close and who subscribed?

Three of six subscribers have closed 1,200,000 shares; the remaining three subscriptions are expected to close in January or February 2026.

Are CDTG subscription shares freely tradable after issuance?

No; the shares are issued in unregistered transactions and subscribers agreed not to resell for six months after completion.

Will the CDTG private placement dilute existing shareholders?

Yes; issuance of an additional 2,000,000 shares represents potential dilution to current shareholders pending completion.