TEN Holdings Announces Closing of $2.0 Million Registered Direct Offering

The financing adds capital for operations while issuing 3,389,831 common shares at $0.59 each.

Rhea-AI Summary

TEN Holdings (Nasdaq: XHLD) closed a registered direct offering that raised approximately $2.0 million in gross proceeds for the company. The offering comprised 3,389,831 common shares at $0.59 per share. Gross proceeds are before offering expenses payable by TEN Holdings.

The company intends to use the net proceeds for working capital and general corporate purposes, supporting operations and its transition toward a technology-driven, recurring-revenue business model. Its TEN Digital Experience Platform has launched. The shares were offered under a shelf registration statement declared effective by the SEC on October 26, 2026. A prospectus supplement relating to the offering has been filed with the SEC.

1 point · 1 major

MixediHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

1 major · 2 points

How the balance works

Positive

• Major pointCompleted offering raised approximately $2.0 million in gross proceeds, before offering expenses. 19% of market cap

Negative

• Major point3,389,831 common shares issued at $0.59 per share dilute existing holders.
• Minor pointOffering expenses payable by the company reduce net proceeds below gross proceeds.

News Explained

The $2.0 million gross offering equaled 66.9 days of 2026Q3 operating cash use, while September 30 cash represented 117.3 days at that rate.

TEN Holdings has closed the registered direct sale of common shares, increasing the share count and reducing existing holders’ percentage ownership absent offsetting changes.

Against 2026Q3 operating cash use, the gross $2.0 million offering equals 66.9 days of outflow; cash and equivalents of $3,505,000 at September 30, 2026 equaled 117.3 days at that same historical rate.

Sources and calculations

• TEN Holdings Announces Closing of $2.0 Million Registered Direct Offering (2026-11-09)
• Dilution (undated)
• TEN Holdings 2026Q3 fundamentals (2026Q3)

• Offering gross against the last reported quarterly operating outflow, in days at that rate $2,000,000 / ($2,749,000 / 92) = 66.9 days
• Available liquidity against the last reported quarterly operating outflow, in days at that rate $3,505,000 / ($2,749,000 / 92) = 117.3 days

Argus 15 min delay 166 alerts

-0.59% vs previous close $0.8649 last price 58.8x rel. volume Open Argus

Details

Market Reaction – XHLD

+11.0% Peak in 0 min

$0.58 – $1.05 Day Range

$10.36M Mkt Cap at Last Price

On Nov 9, the day this news came out, the latest delayed price for XHLD is 0.59% below the previous close. Argus tracked a peak move of +11.0% during the session. Our momentum scanner has recorded 166 alerts for this stock so far that day. The latest delayed price is $0.86. Relative volume is exceptionally heavy at 58.8x what this stock usually trades by this time of day.

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Key Figures

Shares offered: 3,389,831 shares Purchase price: $0.59 per share Gross proceeds: $2.0 million +1 more

Shares offered

3,389,831 shares

Common stock in the registered direct offering

Purchase price

$0.59 per share

Registered direct offering

Gross proceeds

$2.0 million

Before offering expenses

Shelf registration effective

Oct. 26, 2026

Form S-3 registration statement

Previous Offering Reports

1 past event · Latest: Jun 30

Same Type 1 event

1. Jun 30

   registered offering

   24h Move

   +7.4%

   Closed a registered offering of 7.5 million shares at $1.00 per share.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

registered direct offering, shelf registration statement, form s-3, prospectus supplement, +1 more

5 terms

registered direct offering financial

"closing of its registered direct offering of an aggregate of 3,389,831 shares"

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

"offered pursuant to an effective shelf registration statement on Form S-3"

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

"an effective shelf registration statement on Form S-3"

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

"made only by means of a prospectus supplement and accompanying base prospectus"

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.

saas technical

"transitioning toward a more scalable SaaS business model"

SaaS, or Software as a Service, is a way of delivering computer programs over the internet, allowing users to access and use them through a web browser without needing to install or maintain the software themselves. For investors, it highlights a business model where companies generate recurring revenue by providing ongoing access to their software, often leading to predictable income and growth potential.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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NEW YORK, Nov. 9, 2026 /PRNewswire/ -- TEN Holdings, Inc. (Nasdaq: XHLD) (the "Company" or "TEN Holdings"), the technology company behind TEN, a Digital Experience Platform that powers the next generation of enterprise digital engagement, today announced the closing of its registered direct offering of an aggregate of 3,389,831 shares of the Company's common stock at a purchase price of $0.59 per share.

The gross proceeds from the offering were approximately $2.0 million, before deducting offering expenses payable by the Company.

The Company intends to use the net proceeds from the offering for working capital and general corporate purposes, supporting its ongoing operations and strategic initiatives as it continues its transition toward a technology-driven, recurring-revenue business model.

"This financing represents another important step in strengthening our financial position as we continue executing our long-term growth strategy," said Virgilio Torres, Chairman and Chief Executive Officer of TEN Holdings. "Over the past several months, we have made meaningful progress in reducing our operating cost structure, expanding our technology capabilities, and transitioning toward a more scalable SaaS business model. This additional capital will provide us with greater financial flexibility to support our operations and continue building on that momentum."

Mr. Torres added, "With our new TEN Digital Experience Platform launched and our focus increasingly shifting toward recurring software revenue, we believe we are entering an important phase in the Company's development. We remain committed to disciplined capital allocation, improving operational efficiency, and positioning TEN Holdings for sustainable long-term growth and shareholder value creation."

The shares of common stock were offered pursuant to an effective shelf registration statement on Form S-3 (File No. 333-299485), which was declared effective by the U.S. Securities and Exchange Commission (the "SEC") on October 26, 2026. The offering was made only by means of a prospectus supplement and accompanying base prospectus. A prospectus supplement relating to the offering has been filed with the SEC and is available on the SEC's website at www.sec.gov.

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 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 TEN Holdings, Inc.

TEN Holdings, Inc. (Nasdaq: XHLD) is a New York-based technology company focused on developing enterprise software solutions that enable organizations to create, manage, deliver, and measure digital experiences. Through its flagship Digital Experience Platform, TEN, the Company provides technology solutions for enterprise communications, virtual events, webinars, and continuing education, supporting digital experiences with up to 50,000 concurrent attendees.

Building on more than a decade of experience serving Fortune 500 companies, TEN Holdings is evolving its platform into a broader, AI-enabled enterprise technology ecosystem. Its product roadmap includes marketing automation, CRM integrations, advanced engagement analytics, AI-powered capabilities, and content management solutions designed to help organizations streamline workflows, strengthen customer engagement, and generate actionable business insights.

The Company's strategy is centered on expanding its SaaS offerings, increasing recurring revenue opportunities, and delivering scalable technology solutions to enterprise customers. Planned capabilities remain subject to ongoing development, and there can be no assurance regarding their timing or availability.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this press release may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "should," "target," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including, but not limited to, statements regarding the anticipated use of proceeds from the offering, risks regarding the Company's growth strategy, the development, availability and adoption of TEN and its planned expansion, including AI and automation, landing pages, integrations, engagement, reporting and analytics, and content studio capabilities, the Company's recurring-revenue strategy, potential acquisitions, and the uncertainties related to market conditions and other factors discussed in the "Risk Factors" section of the Company's most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q filed with the U.S. Securities and Exchange Commission (the "SEC") and other filings with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Any forward-looking statements contained in this press release speak only as of the date hereof, and TEN Holdings, Inc. specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.

For more information, please contact:

Investor Relations Inquiries:
Skyline Corporate Communications Group, LLC
Scott Powell, President
1177 Avenue of the Americas, 5th Floor
New York, New York 10036
Office: (646) 893-5835
Email: IR@skylineccg.com

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SOURCE TEN Holdings, Inc.

FAQ

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

How much did TEN Holdings raise, and what was the offering price?

TEN Holdings raised approximately $2.0 million in gross proceeds by issuing 3,389,831 common shares at $0.59 per share. The registered direct offering has closed, and the gross amount is before offering expenses payable by the company.