Garden Stage Limited Raises $4.2 Million in Registered Direct Offering

Garden Stage Limited has announced a $4.2 million registered direct offering, selling 38.4 million shares at $0.11 each. The offering is expected to close on July 25, 2025, subject to customary closing conditions. Univest Securities is acting as the sole placement agent, and the transaction is being made pursuant to a shelf registration statement on Form F-3.

Title: Garden Stage Limited Announces $4.2 Million Registered Direct Offering

July 2, 2025 — Garden Stage Limited (NASDAQ: GSIW), a Hong Kong-based financial services provider, has announced a $4.2 million registered direct offering. The offering, expected to close on July 25, 2025, involves the sale of 38,406,345 ordinary shares at a price of $0.11 per share. The transaction is being conducted under a shelf registration statement on Form F-3, with Univest Securities, LLC acting as the sole placement agent [1].

The offering includes pre-funded warrants with an exercise price of $0.001 per share, providing investors with immediate ownership rights but allowing for delayed share issuance for regulatory or strategic reasons [1]. The aggregate gross proceeds from the offering are expected to be approximately $4.2 million, with the transaction subject to customary closing conditions [1].

Garden Stage Limited provides a range of financial services, including placing and underwriting services, securities dealing and brokerage services, asset management services, and investment advisory services. The company operates through its wholly-owned subsidiaries, I Win Securities Limited and I Win Asset Management Limited, both licensed to conduct various regulated activities in Hong Kong [1].

The company has not disclosed the intended use of proceeds from the offering, which raises concerns about the strategic purpose of the dilution. The offering price of $0.11 per share is significantly below typical market prices, suggesting potential shareholder dilution concerns [2]. The inclusion of pre-funded warrants and the use of a placement agent rather than an underwriter indicate a lack of broader market interest and urgency in securing the funding, potentially suggesting near-term liquidity concerns [2].

Investors should review the final prospectus supplement and accompanying prospectus for more detailed information on the terms of the offering. Electronic copies of these documents will be available on the SEC's website at http://www.sec.gov, or by contacting Univest Securities, LLC at info@univest.us or by calling +1 (212) 343-8888 [1].

References:
[1] https://www.globenewswire.com/news-release/2025/07/24/3121369/0/en/Garden-Stage-Limited-Announces-4-2-Million-Registered-Direct-Offering.html
[2] https://www.stocktitan.net/news/GSIW/garden-stage-limited-announces-4-2-million-registered-direct-99m7ibycelhf.html