Tianci International, Inc. Announces Closing of $7 Million Public Offering

Rhea-AI Summary

Tianci International, a global logistics service provider specializing in ocean freight forwarding, has successfully closed its public offering of 1,750,000 shares of common stock at $4.00 per share, raising total gross proceeds of $7 million.

The company began trading on the Nasdaq Capital Market under the symbol CIIT on April 10, 2025. American Trust Investment Services acted as the representative underwriter and has a 45-day option to purchase up to 262,500 additional shares, potentially increasing total proceeds to $8.05 million.

The proceeds will be used for:

• Logistics promotion and marketing
• Working capital and general corporate purposes
• Recruitment of talented personnel

Positive

• Successfully raised $7 million through IPO
• Nasdaq Capital Market listing achieved
• Potential additional $1.05M through over-allotment option
• Firm commitment basis offering indicates strong underwriter confidence

Negative

• Significant shareholder dilution from 1.75M new shares
• Additional dilution possible from 262,500 over-allotment shares
• Substantial offering-related expenses will reduce net proceeds

Insights

Financial Analyst

Tianci International's $7 million public offering represents a significant capital-raising milestone coupled with its Nasdaq Capital Market listing. The company sold 1,750,000 shares at $4.00 per share through a firm commitment underwriting arrangement, which means the underwriters purchased all shares outright - reducing the company's capital-raising risk.

Notable is the substantial 35% disconnect between the $4.00 offering price and current $2.60 trading price just one day after listing. This immediate post-IPO decline suggests the market is applying a significant discount to the underwriter's valuation, which warrants investor attention.

The company's intended use of proceeds lacks specific strategic initiatives, instead focusing on general categories: logistics promotion/marketing, working capital, and talent recruitment. This broad allocation provides insight into precise growth strategies or potential ROI targets.

For a global logistics provider specializing in ocean freight forwarding, the $7-8 million capital infusion (if the overallotment option is exercised) should strengthen Tianci's operational capacity, though without additional financial context, it's difficult to assess how transformative this capital will be for their business model or competitive positioning.

The Nasdaq listing does provide tangible benefits: enhanced liquidity, broader access to institutional investors, increased visibility, and potential inclusion in index funds. However, the immediate price action raises questions about market reception that investors should monitor closely as the stock establishes trading patterns.

HONG KONG and RENO, Nev., April 11, 2025 (GLOBE NEWSWIRE) -- Tianci International, Inc. (the "Company” or “Tianci”), a global logistics service provider specializing in ocean freight forwarding, today announced the closing of its public offering (the “Offering”) of an aggregate of 1,750,000 shares of common stock at a public offering price of US$4.00 per share, for total gross proceeds of $7,000,000, before deducting underwriting discounts, commissions, and other related expenses.

The Company has granted American Trust Investment Services, Inc., the representative of the underwriters, a 45-day option to purchase up to an additional 262,500 shares at the public offering price, less underwriting discounts to cover over-allotments, if any. The total proceeds from the Offering are expected to be approximately US$8,050,000 if the representative of the underwriters exercises its option to purchase additional shares in full. Shares of the Company’s stock began trading on the Nasdaq Capital Market under the symbol “CIIT” on April 10, 2025.

The Offering was conducted on a firm commitment basis. The Company intends to use the proceeds from the Offering for logistics promotion and marketing, working capital and general corporate purposes, and recruitment of talented personnel.

American Trust Investment Services, Inc. acted as representative of the underwriters for the Offering. Kaufman & Canoles, P.C. acted as U.S. securities counsel to the Company. Han Kun Law Offices LLP and Parsons Behle & Latimer acted as Hong Kong legal advisers and Nevada legal counsel respectively, to the Company. Ye & Associates, P.C. acted as U.S. counsel to American Trust Investment Services, Inc. in connection with this Offering.

A registration statement on S-1 (File No. 333-280089) was filed with the Securities and Exchange Commission (“SEC”) and was declared effective by the SEC on April 09, 2025. A final prospectus relating to the Offering was filed with the SEC and is available on the SEC’s website at www.sec.gov. Electronic copies of the final prospectus relating to this Offering, when available, may be obtained from American Trust Investment Services, Inc., 230 W Monroe St # 300, Chicago, IL 60606, Telephone: +1 (312) 382-7000; Email: IB@amtruinvest.com

Before you invest, you should read the prospectus and other documents the Company has filed or will file with the SEC for more information about the Company and the Offering. This press release has been prepared for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy any securities, and no sale of these securities may be made 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 other jurisdiction.

About Tianci International, Inc.

Tianci International Inc., through its subsidiary Roshing, provides global logistics services specializing in ocean freight forwarding, including container and bulk goods shipping. Operating under an asset-light model, Roshing’s logistics solutions are tailored to meet the diverse needs of its customers across the Asia-Pacific, including Japan, South Korea, and Vietnam. Beyond logistics, the company generates revenue from the sale of electronic parts and business consulting services. The company’s mission is to provide customers with efficient, reliable, and safe shipping services that create value.

For more information, please visit the Company’s website: tianci-ciit.com

Forward-Looking Statements

Certain statements in this announcement are forward-looking statements, including, but not limited to, the Company's proposed Offering. 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 identify these forward-looking statements by words or phrases such as “approximates,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or other similar expressions. 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 U.S. Securities and Exchange Commission.

For investor and media inquiries, please contact:

Tianci International, Inc.
Investor Relations
Email: ir@rqscapital.com

FAQ

How much did Tianci International (CIIT) raise in its April 2025 IPO?

Tianci International raised $7 million by offering 1,750,000 shares at $4.00 per share in its April 2025 IPO.

What is the over-allotment option for CIIT's IPO?

Underwriters have a 45-day option to purchase up to 262,500 additional shares, potentially increasing total proceeds to $8.05 million.

How will CIIT use the proceeds from its $7M public offering?

Proceeds will be used for logistics promotion and marketing, working capital, general corporate purposes, and recruitment of talented personnel.

When did CIIT stock begin trading on Nasdaq?

CIIT began trading on the Nasdaq Capital Market on April 10, 2025.

Who was the lead underwriter for CIIT's public offering?

American Trust Investment Services acted as the representative of the underwriters for the offering.