Garden Stage Limited has completed a registered direct offering on June 17, 2025, raising approximately $3.58 million in net proceeds. The company sold 6.1 million ordinary shares at $0.60 per share to selected investors through Securities Purchase Agreements.
The offering was conducted under the company's Form F-3 registration statement (File No. 333-283618), which was declared effective by the SEC on March 10, 2025. The net proceeds will be used for working capital and general corporate purposes.
Key details of the transaction:
- Share price: $0.60 per ordinary share
- Total shares issued: 6.1 million
- Net proceeds: $3.58 million after expenses
- Closing date: June 17, 2025
The filing includes standard representations, warranties, and forward-looking statements disclaimers. The transaction was supported by legal opinion from Travers Thorp Alberga, the company's Cayman Islands counsel.
Garden Stage Limited announces a self-underwritten offering of 6.1 million ordinary shares at $0.60 per share. The company's shares (NASDAQ: GSIW) closed at $1.48 on June 17, 2025, with a public float value of approximately $29.4 million.
Key points about the offering:
- Company is a Cayman Islands holding company operating through Hong Kong subsidiaries I Win Securities and I Win Asset Management
- No direct operations or presence in mainland China
- Stock has experienced significant volatility, with 52-week range of $0.38-$12.30
- Not subject to PRC regulatory oversight, including CSRC and CAC requirements
Notable risks include potential future PRC regulatory intervention in Hong Kong operations, PCAOB audit inspection requirements, and delisting risks under the HFCAA. The company's current auditor, J&S Associate PLT (Malaysia), is PCAOB-inspectable, reducing immediate delisting concerns.