Happy City Holdings Limited Announces Closing of Initial Public Offering

Rhea-AI Summary

Happy City Holdings Limited (Nasdaq: HCHL), a Hong Kong-based all-you-can-eat hotpot restaurant operator, has successfully completed its Initial Public Offering (IPO) of 1,100,000 Class A ordinary shares at $5.00 per share, raising gross proceeds of $5.5 million.

Trading commenced on the Nasdaq Capital Market on June 24, 2025, under the symbol "HCHL". The company granted underwriters a 45-day option to purchase up to additional 165,000 shares. The IPO proceeds will fund business expansion in Hong Kong and Southeast Asia, along with working capital needs. Dominari Securities LLC led the offering as the representative underwriter, with Revere Securities LLC and Pacific Century Securities LLC as co-underwriters.

Positive

• Successfully raised $5.5 million in gross proceeds through IPO
• Strategic expansion plans for Hong Kong and Southeast Asia markets
• Listed on major exchange Nasdaq Capital Market
• Firm commitment basis offering with established underwriters

Negative

• Relatively small IPO size of only $5.5 million
• Limited operating market currently focused only in Hong Kong
• Potential dilution from 165,000 additional shares in over-allotment option

Insights

IPO Market Analyst

Happy City's $5.5M micro-cap IPO provides expansion capital but size suggests cautious approach to Southeast Asian growth.

Happy City Holdings has completed a notably small-sized IPO, raising just $5.5 million by offering 1.1 million Class A ordinary shares at $5.00 each on the Nasdaq Capital Market. This positions the Hong Kong hotpot restaurant operator firmly in the micro-cap category, well below typical Nasdaq IPO sizes.

The offering structure includes several standard elements: a 15% over-allotment option (165,000 additional shares), firm commitment underwriting led by Dominari Securities, and trading under the symbol "HCHL." The company intends to deploy capital for expansion across Hong Kong and Southeast Asia, along with working capital needs.

This capital raise represents an important milestone in the company's growth trajectory, providing public market access while maintaining a measured approach. The firm commitment basis indicates underwriter confidence in placing shares, though the modest offering size may limit institutional investor participation and potentially result in lower trading liquidity.

For a restaurant operator with regional expansion ambitions, $5.5 million represents relatively modest firepower. This suggests either a highly capital-efficient growth model or the potential need for additional financing rounds as expansion progresses. The dual-class share structure (specifically mentioning Class A shares) typically indicates founder/management retention of enhanced voting rights and control.

The successful listing provides Happy City with a crucial growth platform, though investors should recognize both the opportunities and constraints presented by an offering of this size in the competitive restaurant sector.

Hong Kong, June 25, 2025 (GLOBE NEWSWIRE) -- Happy City Holdings Limited (Nasdaq: HCHL) (the “Company”), an established all-you-can-eat hotpot restaurant operator in Hong Kong , announced the closing of its initial public offering (the “Offering”) of 1,100,000 Class A ordinary shares (the “Class A Ordinary Shares”), at a price of $5.00 per Class A Ordinary Share (the “Offering Price”)

The Class A Ordinary Shares commenced trading on the Nasdaq Capital Market on June 24, 2025 under the symbol “HCHL.”

 The Company received aggregate gross proceeds of US$5.5 million from the Offering, before deducting underwriting discounts and other related expenses. In addition, the Company has granted the underwriters a 45-day option to purchase up to an additional 165,000 Class A Ordinary Shares of the Company, at the Offering Price, representing 15% of the Class A Ordinary Shares sold in the Offering (the “Over-allotment Options”).

The Company intends to use the net proceeds from the Offering for its business expansion in Hong Kong and Southeast Asia region and working capital and general corporate purposes.

The Offering was conducted on a firm commitment basis. Dominari Securities LLC acts as the representative of the underwriters, with Revere Securities LLC and Pacific Century Securities LLC acting as the co-underwriters (collectively, the “Underwriters”) for the Offering. Ortoli Rosenstadt LLP, Ogier, David Fong & Co. and China Commercial Law Firm act as United States, British Virgin Islands, Hong Kong and People’s Republic of China legal counsels to the Company, respectively. AOGB CPA LIMITED acts as the reporting accountants of the Company. VCL Law LLP acts as legal counsel to the Underwriters for the Offering.

A registration statement on Form F-1 relating to the Offering was filed with the U.S. Securities and Exchange Commission (the “SEC”) (File Number: 333- 285856), as amended, and was declared effective by the SEC on May 30, 2025. The Offering was made by means of a prospectus, forming a part of the registration statement. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, copies of the prospectus relating to the Offering may be obtained, when available, from Dominari Securities LLC by email at info@dominarisecurities.com, by standard mail to Dominari Securities LLC, 725 Fifth Avenue, 23rd Floor New York, NY 10022, or by telephone at (212) 393-4500; or from Revere Securities LLC by email at contact@reveresecurities.com, by standard mail to Revere Securities LLC, 560 Lexington Avenue, 16th Floor, New York, NY 10022, or by telephone at +1 (212) 688-2350; or from Pacific Century Securities LLC by email at project@pcsecurities.us, by standard mail to Pacific Century Securities, LLC, 60-20 Woodside Avenue Ste 211 Queens, NY 11377, or by telephone at 212-970-8868. 

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 Happy City Holdings Limited

Headquartered in Hong Kong, we are a restaurant operator that operates three all-you-can-eat hotpot restaurants in Hong Kong serving mixed style, Shabu Shabu-style and Thai-style specialty hotpot. Through our restaurants that are located in various prime locations in Hong Kong, our unique brand image, and our strong commitment to food quality, we offer an immersive dining experience to our customers.

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 the Company’s current expectations, including the trading of its Class A Ordinary Shares or the closing of the Offering. Investors can find many (but not all) of these statements by the use of words such as “approximates,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or other similar expressions. 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. The Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to read the risk factors contained in the Company’s final prospectus and other reports it files with the SEC before making any investment decisions regarding the Company’s securities. 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.

Contacts

Happy City Holdings Limited
Investor Relations
Email: info@happycitys.com

FAQ

How much did Happy City Holdings (HCHL) raise in its IPO?

Happy City Holdings raised $5.5 million in gross proceeds through its IPO, offering 1,100,000 Class A ordinary shares at $5.00 per share.

When did Happy City Holdings (HCHL) start trading on Nasdaq?

Happy City Holdings (HCHL) began trading on the Nasdaq Capital Market on June 24, 2025.

What will Happy City Holdings use the IPO proceeds for?

The company plans to use the net proceeds for business expansion in Hong Kong and Southeast Asia region, as well as working capital and general corporate purposes.

Who were the underwriters for Happy City Holdings' IPO?

Dominari Securities LLC acted as the representative underwriter, with Revere Securities LLC and Pacific Century Securities LLC as co-underwriters.

What is Happy City Holdings' main business?

Happy City Holdings is an established all-you-can-eat hotpot restaurant operator based in Hong Kong.