Treasure Global Raises USD 2,500,000 Through Registered Direct Offering of Common Stock

Rhea-AI Summary

Treasure Global (NASDAQ: TGL) entered a registered direct offering to sell 250,000 shares of common stock, raising gross proceeds of USD 2,500,000. The offering is expected to close on or about December 11, 2025, subject to customary closing conditions.

D. Boral Capital LLC is the exclusive placement agent. The offering is being made under the company’s shelf Registration Statement on Form S-3 (File No. 333-278171) declared effective March 29, 2024. Proceeds are stated before commissions and offering expenses; a final prospectus supplement will be filed with the SEC.

Positive

• Gross proceeds of USD 2,500,000
• 250,000 shares sold in a registered direct offering
• Exclusive placement agent D. Boral Capital LLC

Negative

• Issuance of 250,000 shares may dilute existing shareholders
• Proceeds are gross and will be reduced by commissions and expenses
• Closing is subject to customary conditions and not guaranteed

Key Figures

Gross proceeds USD 2,500,000 Registered direct offering of common stock

Shares offered 250,000 shares Common stock in registered direct offering

Par value $0.00001 per share Par value of common stock

Market Reality Check

$10.18 Last Close

Volume Volume 3,536,756 is 1.9x the 20-day average of 1,862,588, signaling elevated trading interest ahead of the offering. high

Technical Shares at $15.72 are trading below the 200-day MA of $38.09 and 97.98% below the 52-week high of $780.

Peers on Argus

TGL fell 20.53% while peers were mixed: AUUD up 3.21%, ULY down 7.14%, QH down 6.45%, SOPA flat, MYSZ down slightly. Moves appear company-specific rather than sector-driven.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 08	Revenue outlook hike	Positive	-22.3%	Raised 2026 revenue target to about USD 3.0M with fintech focus.
Dec 03	Reverse stock split	Negative	-34.8%	1-for-20 reverse split to support Nasdaq minimum bid compliance.
Dec 01	Growth projection	Positive	-20.9%	Forecasted >500% 2026 revenue growth driven by fintech initiatives.
Nov 20	Acquisition news	Positive	-6.0%	Acquired Quarters Elite with ~USD 150M client assets to scale OXI Wallet.
Nov 14	Shareholder lock-up	Positive	+0.2%	12‑month voluntary lock-up covering over 51% of outstanding shares.

Pattern Detected

Recent positive strategic updates and corporate actions have often been met with negative price reactions, suggesting a pattern of shareholder skepticism toward growth plans and structural changes.

Recent Company History

Over the last month, Treasure Global announced aggressive 2026 revenue growth targets, a completed 1-for-20 reverse stock split, a voluntary 12‑month lock-up covering over 51% of shares, and the acquisition of Quarters Elite managing ~USD 150 million in client assets. Despite these growth and governance steps, the stock declined after several announcements. Today’s registered direct offering adds another capital-raising event to a sequence of dilutive and structural corporate actions.

Market Pulse Summary

The stock dropped -40.0% in the session following this news. The decline reflects investor concern about dilution from the USD 2,500,000 registered direct offering following a recent 1-for-20 reverse split and multiple stock-based agreements. Past positive updates on 2026 growth and acquisitions often coincided with sharp drawdowns, suggesting persistent skepticism. This pattern indicates that additional equity issuance can intensify downside moves when confidence is fragile and prior strategic news has not stabilized the share price.

Key Terms

registered direct offering financial

"250,000 shares of its common stock... in a registered direct offering"

A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.

shelf registration statement regulatory

"The offering was conducted under the Company’s shelf Registration Statement"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

form s-3 regulatory

"shelf Registration Statement on Form S-3 (File No. 333-278171)"

Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

prospectus supplement regulatory

"A final prospectus supplement and accompanying prospectus relating to the offering"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

AI-generated analysis. Not financial advice.

KUALA LUMPUR, Malaysia, Dec. 10, 2025 (GLOBE NEWSWIRE) -- Treasure Global Inc. (NASDAQ: TGL) (“Treasure Global” or the “Company”), a Southeast Asia–anchored technology company, today announced that it has entered into securities purchase agreement with certain institutional investors for the purchase and sale of 250,000 shares of its common stock, par value $0.00001 per share, in a registered direct offering, raising gross proceeds of USD 2,500,000, before deducting commissions and offering expenses. The closing of the offering is expected to occur on or about December 11, 2025, subject to customary closing conditions.

D. Boral Capital LLC is acting as the exclusive placement agent for the offering.

The offering was conducted under the Company’s shelf Registration Statement on Form S-3 (File No. 333-278171) filed with the U.S. Securities and Exchange Commission (“SEC”) and declared effective on March 29, 2024. A final prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and may be obtained, when available, from D. Boral Capital LLC, 590 Madison Avenue, 39th Floor, New York, NY 10022, by email at info@dboralcapital.com or by calling (212) 970-5150.

This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any of the Company’s securities in any jurisdiction where such an offer would be unlawful prior to registration or qualification under applicable securities laws.

About Treasure Global:
Treasure Global is a Malaysia-based technology solutions provider specializing in innovative platforms that drive digital transformation in retail and services. The Company’s flagship product is the ZCITY Super App, which integrates e-payment solutions with customer loyalty rewards to create a seamless online-to-offline user experience. As of June 2025, ZCITY has attracted over 2.7 million registered users, positioning Treasure Global as a key player in Malaysia’s digital economy. Treasure Global continuously leverages cutting-edge technologies, including artificial intelligence and data analytics, to enhance its platform’s capabilities across e-commerce, fintech, and other verticals.

Visit treasureglobal.org for more information.

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 statements reflect the Company’s current expectations, assumptions, and projections about future events and are subject to risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Forward-looking statements typically include terminology such as “anticipates,” “believes,” “expects,” “intends,” “may,” “plans,” “projects,” “seeks,” “should,” “will,” or similar expressions.

Factors that could cause actual results to differ materially include, without limitation, the Company’s ability to expand its e-commerce platform and F&B distribution business, customer acceptance of new products and services, changes in economic conditions affecting its operations, the outcome of partnership discussions, the impact of global health crises, supply chain disruptions, competition, and regulatory risks related to data privacy and security. Additional risks include volatility in digital asset markets, potential vulnerabilities in custodial security, and evolving global and domestic regulatory frameworks applicable to blockchain technologies. These risks, along with other factors, are discussed in more detail in the Company’s filings with the U.S. Securities and Exchange Commission.

The forward-looking statements in this press release speak only as of the date hereof. The Company assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

CONTACT
Investor and media contact:
Investor Relations Team
Treasure Global
ir_us@treasureglobal.org

FAQ

How much did Treasure Global (TGL) raise in the December 2025 offering?

Treasure Global raised USD 2,500,000 in gross proceeds from the offering.

How many shares did Treasure Global (TGL) sell in the registered direct offering?

The company sold 250,000 shares of common stock in the transaction.

When is the Treasure Global (TGL) offering expected to close?

The offering is expected to close on or about December 11, 2025, subject to customary conditions.

Who is acting as placement agent for Treasure Global's (TGL) offering?

D. Boral Capital LLC is acting as the exclusive placement agent.

Under which registration statement was Treasure Global (TGL) the offering conducted?

The offering was conducted under the company’s shelf Registration Statement on Form S-3 (File No. 333-278171), effective March 29, 2024.

Will the proceeds reported by Treasure Global (TGL) be net of fees?

No — the announced USD 2,500,000 is gross proceeds before commissions and offering expenses.