BUUU Group (NASDAQ: BUUU) completes IPO, totals $6.7M total proceeds

Rhea-AI Filing Summary

BUUU Group Limited, a Hong Kong–based company incorporated in the British Virgin Islands, entered into an underwriting agreement for a firm commitment initial public offering of 1,500,000 Class A ordinary shares at $4.00 per share.

The underwriters received a 45-day over-allotment option for up to 225,000 additional shares. On August 27, 2025, the representative partially exercised this option to buy 175,000 additional Class A ordinary shares at the same public offering price, with the over-allotment closing on September 3, 2025.

Including the exercised over-allotment, the company’s IPO generated total gross proceeds of approximately $6.7 million before underwriting discounts and related expenses.

Positive

• Successful IPO capital raise: BUUU Group Limited completed an IPO and partial over-allotment exercise, generating approximately $6.7 million in gross proceeds before fees.

Negative

• None.

Insights

Equity capital markets analyst

BUUU Group’s IPO and partial over-allotment exercise raise about $6.7M in fresh equity capital.

BUUU Group Limited completed a firm commitment IPO of 1,500,000 Class A ordinary shares at $4.00 per share and granted underwriters an option for up to 225,000 additional shares. The representative later partially exercised this option for 175,000 shares at the same price, with closing on September 3, 2025. This structure is typical for small-cap international listings using over-allotment options to stabilize trading and fine-tune offering size.

The company reports total IPO gross proceeds, including the exercised over-allotment, of approximately $6.7 million before underwriting discounts and expenses. This equity raise increases the company’s cash resources without adding debt, though it also expands the public float and shareholder base. Future disclosures in periodic reports can clarify how this capital is allocated across operations, growth initiatives, or other corporate purposes.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2025

Commission File Number: 001-42803

BUUU Group Limited

(Translation of registrant’s name into English)

Flat B, 16/F, Ford Glory Plaza

37 Wing Hong Street

Cheung Sha Wan, Hong Kong

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒        Form 40-F ☐

On August 13, 2025, BUUU Group Limited, a British Virgin Islands company (the “Company”), entered into an underwriting agreement with Dominari Securities LLC (the “Representative”), the representative of the underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to sell to the Underwriters in a firm commitment underwritten initial public offering (the “IPO”) an aggregate of 1,500,000 Class A ordinary shares, of no par value (the “Class A Ordinary Shares”), at an offering price of $4.00 per share. The Company has also granted the Underwriters a 45-day option (the “Over-Allotment Option”), exercisable by the Representative, to purchase up to an additional 225,000 Class A Ordinary Shares to cover over-allotments, if any.

On August 27, 2025, the Representative partially exercised its Over-Allotment Option to purchase an additional 175,000 Class A Ordinary Shares of the Company at the public offering price of US$4.00 per share. The closing for the sale of the Over-Allotment Option took place on September 3, 2025. As a result, the gross proceeds of the Company’s initial public offering, including the proceeds from the exercise of the Over-Allotment Option, totaled approximately US$6.7 million, before deducting underwriting discounts and other related expenses.

A copy of the press release announcing the Representative’s exercise of the Over-Allotment Option is attached as Exhibit 99.1 and incorporated herein by reference.

This report does 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.

EXHIBITS INDEX

Exhibit No.		Description
99.1		Press Release dated September 3, 2025, announcing the exercise of the over-allotment option

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: September 3, 2025	BUUU Group Limited
	By:	/s/ Wai Kwong, POON
	Name:	Wai Kwong, POON
	Title:	Chief Executive Officer and Director

2

FAQ

How many shares did BUUU (BUUU Group Limited) offer in its IPO?

BUUU Group Limited agreed to sell 1,500,000 Class A ordinary shares of no par value in a firm commitment underwritten initial public offering at $4.00 per share.

What was the size of BUUU’s over-allotment option and how much was exercised?

The underwriters received a 45-day over-allotment option for up to 225,000 Class A ordinary shares. On August 27, 2025, the representative partially exercised this option to purchase 175,000 additional shares at the public offering price.

How much total gross proceeds did BUUU raise from its IPO?

Including the partially exercised over-allotment, BUUU Group Limited’s initial public offering generated approximately $6.7 million in gross proceeds, before underwriting discounts and other related expenses.

At what price were BUUU’s Class A ordinary shares sold in the IPO and over-allotment?

Both the initial 1,500,000 Class A ordinary shares and the additional 175,000 shares from the over-allotment option were sold at a public offering price of $4.00 per share.

Did BUUU’s 6-K filing constitute an offer to sell its securities?

No. The report explicitly states that it does not constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction where such actions would be unlawful before proper registration or qualification.

What additional document is referenced regarding BUUU’s over-allotment option?

The company references a press release dated September 3, 2025, announcing the representative’s exercise of the over-allotment option, which is attached as Exhibit 99.1.