Big Tree Cloud Holdings Limited Announces Closing of $5.0 Million Registered Direct Offering

Rhea-AI Summary

Big Tree Cloud Holdings (NASDAQ: DSY) has successfully closed its previously announced registered direct offering, raising $5.0 million in gross proceeds. The company sold 8,064,516 ordinary shares at $0.62 per share to an institutional investor.

The offering was conducted under an effective shelf registration statement, with Aegis Capital Corp. serving as the exclusive placement agent. The company plans to utilize the net proceeds for general corporate purposes and working capital.

Positive

• None.

Negative

• Share dilution due to issuance of 8,064,516 new ordinary shares
• Offering price of $0.62 per share indicates relatively low valuation

Insights

Financial Analyst

Big Tree Cloud raised $5M through share offering at $0.62/share, diluting equity while strengthening balance sheet for potential expansion.

Big Tree Cloud has successfully closed a $5 million registered direct offering with an institutional investor, selling 8,064,516 ordinary shares at $0.62 per share. This transaction represents a significant capital infusion for the company, which operates as a capital platform focused on strategic investments in the personal care sector. The pricing of $0.62 per share provides crucial context for evaluating the deal's implications for existing shareholders.

This financing method—a registered direct offering—is a streamlined capital-raising approach that allows companies to sell securities directly to specific investors without the broader market roadshow typically associated with public offerings. By working with Aegis Capital Corp. as the exclusive placement agent, Big Tree Cloud likely optimized the execution efficiency while minimizing market disruption.

While the company states the funds will be used for "general corporate purposes and working capital," this relatively vague designation leaves strategic flexibility but provides limited transparency for investors about specific growth initiatives. The 100% equity-based nature of this offering (with no debt component) suggests management prioritized balance sheet strength over concerns about immediate dilution. For existing shareholders, this offering represents a dilutive event that increases the company's outstanding share count, potentially impacting earnings per share metrics in the near term.

SHENZHEN, China, Sept. 30, 2025 /PRNewswire/ -- Big Tree Cloud Holdings Limited ("Big Tree Cloud" or the "Company") (NASDAQ: DSY) (NASDAQ: DSYWW), a capital platform enterprise focused on strategic investment and industry integration in the personal care sector, today announced that it closed the previously announced registered direct offering with an institutional investor for the purchase and sale of 8,064,516 ordinary shares, $0.0001 par value per share ("Ordinary Shares"), at a price of $0.62 per Ordinary Share.

Aggregate gross proceeds to the Company were approximately $5.0 million, before deducting placement agent fees and offering expenses. The Company expects to use the net proceeds from the offering for general corporate purposes and working capital.

Aegis Capital Corp. acted as exclusive placement agent for the offering. Sichenzia Ross Ference Carmel LLP acted as U.S. counsel to the Company. Kaufman & Canoles, P.C. acted as U.S. counsel to Aegis Capital Corp.

The registered direct offering was made pursuant to an effective shelf registration statement on Form F-3 (File No. 333-289941), including the base prospectus contained therein, previously filed with the U.S. Securities and Exchange Commission (SEC) and declared effective by the SEC on September 9, 2025, and a prospectus supplement describing the terms of the offering was filed with the SEC on September 30, 2025. Copies of the prospectus supplement are available on the SEC's website located at www.sec.gov. Electronic copies of the prospectus supplement and the accompanying base prospectus may be obtained by contacting Aegis Capital Corp., Attention: Syndicate Department, 1345 Avenue of the Americas, 27th floor, New York, NY 10105, by email at syndicate@aegiscap.com, or by telephone at +1 (212) 813-1010.

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 registration or qualification under the securities laws of any such state or jurisdiction.

About Big Tree Cloud

Founded in 2020, Big Tree Cloud is positioned as an international capital platform focused on industrial integration and strategic investment in China's personal care industry. The Company emphasizes scientific research, innovation, and technological advancement, as well as supply chain synergy and efficiency improvement, and is firmly committed to promoting globalization with a mission to empower Chinese personal care brands for global competitiveness and fuel the industry's high-quality evolution.

Forward-Looking Statements

This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements generally relate to future events or Big Tree Cloud's future financial or operating performance. In some cases, you can identify forward looking statements because they contain words such as "may," "will," "should," "expects," "plans," "anticipates," "going to," "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these words or other similar terms or expressions that concern Big Tree Cloud's expectations, strategy, priorities, plans or intentions. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and there are risks that the predictions, forecasts, projections and other forward-looking statements will not be achieved. You should understand that a number of factors could cause actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements, including the risks discussed in our reports filed or furnished to the Securities and Exchange Commission. Big Tree Cloud cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Big Tree Cloud does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.

Investor Relations Contact
Ting Yan
Phone: +86 15986815865
Email: yanting@bigtreeclouds.com 

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SOURCE Big Tree Cloud Holdings Limited

FAQ

How much did Big Tree Cloud Holdings (DSY) raise in their September 2025 offering?

Big Tree Cloud Holdings raised $5.0 million in gross proceeds through a registered direct offering of ordinary shares.

What is the price per share for Big Tree Cloud's (DSY) September 2025 offering?

The offering price was $0.62 per ordinary share.

How many shares did Big Tree Cloud (DSY) sell in the September 2025 offering?

Big Tree Cloud sold 8,064,516 ordinary shares to an institutional investor.

What will Big Tree Cloud (DSY) use the proceeds for?

The company plans to use the net proceeds for general corporate purposes and working capital.

Who was the placement agent for Big Tree Cloud's (DSY) September 2025 offering?

Aegis Capital Corp. acted as the exclusive placement agent for the offering.