Yueda Digital Holding Announces Pricing of $28 Million Registered Direct Offering

Rhea-AI Summary

Yueda Digital Holding (Nasdaq: YDKG) announced a registered direct offering of 28,000,000 units at $1.00 per unit, each unit containing one ordinary share and one warrant to purchase one ordinary share. Each warrant has an $1.00 exercise price and is exercisable from issuance through the six-month anniversary. The offering is expected to generate approximately $28 million gross proceeds and is expected to close on or about October 16, 2025, subject to customary closing conditions. Univest Securities is the sole placement agent. The securities are offered under an automatically effective Form F-3ASR (File No. 333-290419) filed September 19, 2025.

Positive

• Capital raise of approximately $28.0 million gross proceeds
• Issuance of 28,000,000 ordinary shares at $1.00 per unit
• Each unit includes a warrant exercisable immediately for six months
• Offering registered under Form F-3ASR effective Sept 19, 2025

Negative

• Immediate dilution from issuance of 28,000,000 shares
• Near-term dilution risk from warrants exercisable within 6 months

Insights

Capital Markets Strategist

Registered direct offering raises approx $28,000,000 via 28,000,000 units with short‑dated warrants; closing targeted October 16, 2025.

Yueda Digital Holding will issue 28,000,000 units at $1.00 per unit, each unit comprising one ordinary share and one warrant exercisable at $1.00. The warrants vest immediately and expire on the six‑month anniversary of issuance, and the company expects aggregate gross proceeds of approximately $28,000,000. The offering relies on an automatic shelf Form F-3ASR (File No. 333-290419) filed September 19, 2025, with Univest Securities as sole placement agent.

The business mechanism is straightforward capital raising: the company converts investor cash into working capital in exchange for equity and short‑term equity upside via warrants. Key dependencies include satisfaction of customary closing conditions and the filing/availability of the final prospectus on the SEC website. Principal risks are immediate dilution from the new ordinary shares and potential further dilution if the warrants are exercised within the six‑month window.

Concrete items to watch in the near term include the closing targeted on or about October 16, 2025, the final prospectus filing on the SEC site, and any disclosures clarifying use of proceeds. The six‑month warrant expiry creates a clear short horizon for potential additional share issuance and cash inflow from exercise.

NEW YORK, Oct. 15, 2025 /PRNewswire/ -- Yueda Digital Holding (Nasdaq: YDKG) (the "Company"), a Web3 and digital-economy company with a focus on the long-term accumulation of mainstream cryptocurrencies, today announced that it has entered into a definitive agreement with certain investors for the purchase and sale of an aggregate of 28,000,000 units (each a "Unit"), consisting of one ordinary share of the Company, par value $0.04 per share (the "Ordinary Shares"), and one warrant to purchase one Ordinary Share (each, a "Warrant"), at a purchase price of $1.00 per unit in a registered direct offering.

Each of the Warrants will have an exercise price of $1.00 per Ordinary Share and be exercisable beginning on the date of the issuance date and ending on the six-month anniversary of the issuance date.

The aggregate gross proceeds to the Company of this offering are expected to be approximately $28 million. The transaction is expected to close on or about October 16, 2025, subject to the satisfaction of customary closing conditions.

Univest Securities, LLC is acting as sole placement agent for the offering.

The securities described above are being offered by the Company pursuant to an automatic shelf registration statement on Form F-3ASR (File No. 333-290419) which was filed with the Securities and Exchange Commission (SEC) on September 19, 2025 and automatically became effective upon filing. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction. The offering is being made only by means of a written preliminary prospectus and final prospectus that will form a part of the registration statement. A final prospectus relating to the offering will be filed with the SEC and will be available on the SEC's website at www.sec.gov . Electronic copies of the final prospectus relating to this offering may be obtained, when available, by contacting Univest Securities, LLC at info@univest.us , or by calling +1 (212) 343-8888.

About Yueda Digital Holding

YDKG is a Web3 and digital-economy company with a focus on the long-term accumulation of mainstream cryptocurrencies, whether acquired through treasury allocations, strategic investments, or the proceeds of capital transactions. Its principal business activities include: (i) active treasury management of mainstream digital assets; (ii) exploration of compliant, risk-managed yield opportunities, such as staking, on-chain liquidity provision, and other conservative market activities (where permitted); (iii) selective investments and partnerships in Web3 infrastructure and applications; and (iv) advisory services for enterprises entering the digital-asset economy. YDKG operates with a compliance-first mindset and a security-by-design, aiming to compound long-term value while supporting the growth of open blockchain networks.

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 current expectations and projections about future events and financial trends 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 closed. 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. 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 SEC.

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SOURCE Yueda Digital Holding

FAQ

What is Yueda Digital Holding (YDKG) offering in the registered direct offering?

Yueda is offering 28,000,000 units at $1.00 per unit, each unit containing one ordinary share and one warrant.

How much gross proceeds will YDKG raise and when will the offering close?

The offering is expected to generate approximately $28 million in gross proceeds and close on or about October 16, 2025, subject to closing conditions.

What are the warrant terms in YDKG's offering?

Each warrant has an $1.00 exercise price and is exercisable from the issuance date until the six-month anniversary of issuance.

Who is acting as placement agent for YDKG's offering?

Univest Securities, LLC is acting as the sole placement agent.

Under what registration statement are YDKG's securities being offered?

The securities are offered under an automatic shelf registration on Form F-3ASR (File No. 333-290419), filed September 19, 2025.