Julong Holding Limited Announces Private Placement

The financing would add cash while issuing Class A shares and warrants that can be exercised for more shares.

Rhea-AI Summary

Julong Holding (JLHL) agreed to a private placement with investors for US$897,750 in gross proceeds.

The agreement covers 750,000 Class A ordinary shares at US$0.300 each and 2,250,000 pre-funded warrants at US$0.299 each. The warrants cover up to 2,250,000 Class A shares, carry a US$0.001-per-share exercise price and are immediately exercisable. Net proceeds after offering expenses are approximately US$828,000. Julong intends to use them for general corporate purposes. The placement is expected to close on or about September 29, 2026, subject to satisfaction or waiver of the agreement’s conditions precedent.

Positive

• Minor point. Forward-looking: it has not happened yet and may not happen.US$897,750 in gross proceeds would provide funding if the placement closes.

Negative

• Minor point. Forward-looking: it has not happened yet and may not happen.750,000 Class A shares at US$0.300 each would dilute existing holders.
• Minor point. Forward-looking: it has not happened yet and may not happen.2,250,000 pre-funded warrants at US$0.299 each can be exercised for shares at US$0.001 per share.
• Minor point. Forward-looking: it has not happened yet and may not happen.Offering expenses leave approximately US$828,000 in net proceeds, versus US$897,750 gross.
• Minor point. Forward-looking: it has not happened yet and may not happen.Expected closing on or about September 29, 2026 remains subject to agreement conditions being satisfied or waived.

News Explained

The signed placement remains pending closing conditions; if completed, it would issue 750,000 shares, while exercising its immediately exercisable warrants could add up to 2,250,000 shares and reduce existing holders’ ownership percentages.

Market Context

A July 24 F-3 registration described up to US$200,000,000 in securities capacity, a relevant financi...

Analysis

A July 24 F-3 registration described up to US$200,000,000 in securities capacity, a relevant financing record alongside this private placement; the article does not identify the placement as an issuance under that shelf.

Key Figures

Class A ordinary shares: 750,000 shares Initial share purchase price: US$0.300 per share Pre-funded warrants: 2,250,000 warrants +4 more

Class A ordinary shares

750,000 shares

Initial shares in the private placement

Initial share purchase price

US$0.300 per share

Private placement

Pre-funded warrants

2,250,000 warrants

Each warrant covers one Class A ordinary share

Warrant purchase price

US$0.299 per pre-funded warrant

Private placement

Warrant exercise price

US$0.001 per share

Pre-funded warrants

Gross proceeds

US$897,750

Private placement

Expected closing date

September 29, 2026

On or about; subject to satisfaction or waiver of conditions

Key Terms

private placement, pre-funded warrants, securities purchase agreement, accredited investors, +1 more

5 terms

private placement financial

"for a private placement (the “Private Placement”) of the Company’s securities"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

pre-funded warrants financial

"2,250,000 pre-funded warrants to purchase up to an aggregate"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

securities purchase agreement financial

"entered into a securities purchase agreement"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

accredited investors regulatory

"represented that they were accredited investors within the meaning of Rule 501(a)"

Accredited investors are individuals or entities considered to have enough financial knowledge and resources to understand and handle more complex and risky investments. They are often allowed to participate in private investment opportunities that are not available to the general public, similar to how experienced players might access exclusive clubs or events. This status helps ensure that investors can manage potential risks and rewards appropriately.

regulation d regulatory

"Rule 501(a) of Regulation D of the Securities Act"

Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.

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BEIJING, Sept. 28, 2026 (GLOBE NEWSWIRE) -- Julong Holding Limited (“Julong” or the “Company”) (Nasdaq: JLHL), a growth-oriented provider of intelligent integrated solutions, today announced that, on September 28, 2026, it entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain investors for a private placement (the “Private Placement”) of the Company’s securities.

Under the terms of the Securities Purchase Agreement, the Company agreed to issue and sell (i) 750,000 Class A ordinary shares (the “Class A Ordinary Shares”), par value US$0.0001 per share, of the Company (the “Initial Shares”), at a purchase price of US$0.300 per share, and (ii) 2,250,000 pre-funded warrants to purchase up to an aggregate of 2,250,000 Class A Ordinary Shares (the “Pre-Funded Warrants,” together with the Initial Shares, the “Securities”), at a purchase price of US$0.299 per pre-funded warrant. The Pre-Funded Warrants have an exercise price of US$0.001 per share, are immediately exercisable, and may be exercised at any time until exercised in full. The aggregate gross proceeds of the Private Placement are US$897,750.

The Private Placement is expected to close on or about September 29, 2026, subject to satisfaction or waiver of the conditions precedent set forth in the Securities Purchase Agreement. Net proceeds from the Private Placement, after deducting offering expenses, are approximately US$828,000. The Company intends to use such proceeds for general corporate purposes. The Company’s management retains discretion over the use and timing of the proceeds.

The Securities offered in this Private Placement have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any applicable state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The investors represented that they were accredited investors within the meaning of Rule 501(a) of Regulation D of the Securities Act and were acquiring the Securities for investment only and with no present intention of distributing any of such Securities or any arrangement or understanding regarding the distribution thereof. Additional details regarding the Private Placement are set forth in the Company’s Current Report on Form 6-K filed with the U.S. Securities and Exchange Commission.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of any 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 Julong

Founded in 1997, Julong is a growth-oriented professional provider of intelligent integrated solutions to public utilities, commercial properties, and multifamily residential properties operating at scale in China. The Company’s comprehensive suite of intelligent integrated solutions includes systems for intelligent security, fire protection, parking, toll collection, broadcasting, identification, data room, emergency command, and city management. Since its inception, Julong has focused on the successful and on-time execution of complex projects, through its “deliveries before deadline” and “customers first” initiatives. As Julong continues to cross-sell its service and solution offerings and advance its purpose-built technologies, the Company is well-positioned to achieve economies of scale and capture future opportunities.

For more information, please visit: ir.julongzx.com.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements can be identified by terminology such as “will,” “would,” “may,” “expects,” “anticipates,” “aims,” “future,” “continues,” “could,” “should,” “target,” “intends,” “plans,” “believes,” “estimates,” “likely to” and similar statements, and include, but are not limited to, statements regarding the expected closing of the Private Placement and the use of proceeds therefrom. Forward-looking statements involve inherent risks and uncertainties. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including the risk that the Private Placement may not close on the anticipated timeline or at all, and other factors discussed under “Risk Factors” in the Company’s most recent Annual Report on Form 20-F and other filings with the U.S. Securities and Exchange Commission. All information provided in this press release is as of the date of this press release, and the Company does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

For investor and media inquiries, please contact:

In China:

Investor Relations:
Email: ir@julongzx.com

Piacente Financial Communications
Jenny Cai
Tel: +86 (10) 6508-0677
Email: julong@thepiacentegroup.com

In the United States:

Piacente Financial Communications
Brandi Piacente
Tel: +1-212-481-2050
Email: julong@thepiacentegroup.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How long can investors exercise Julong Holding’s private-placement warrants?

Investors may exercise the pre-funded warrants at any time until they are exercised in full. They are immediately exercisable at US$0.001 per share.