TOP WIN INTERNATIONAL LIMITED Announces Closing of Initial Public Offering

Rhea-AI Summary

TOP WIN INTERNATIONAL (Nasdaq: TOPW), a Hong Kong-based luxury watch wholesaler, has successfully completed its Initial Public Offering (IPO). The company raised $10.6 million in gross proceeds through the offering of 2,664,000 ordinary shares at $4.00 per share.

Trading commenced on the Nasdaq Capital Market on April 2, 2025, under ticker 'TOPW'. The underwriters have a 45-day option to purchase up to 399,600 additional shares at the offering price.

The net proceeds will be allocated to:

• Brand marketing and promotion
• Sales team expansion and regional growth in Southeast Asia
• Sourcing and inventory diversification
• Working capital and general corporate purposes

Dominari Securities served as the lead underwriter, with Revere Securities as co-underwriter for this firm commitment offering.

Positive

• Successfully raised $10.6 million in IPO funding
• Achieved Nasdaq Capital Market listing
• Strategic expansion planned into Southeast Asian markets
• Firm commitment offering indicating underwriter confidence

Negative

• Relatively small IPO size may limit market impact
• Potential 15% share dilution if underwriters exercise their option
• Faces competitive pressure in luxury watch market

Insights

IPO Financial Analyst

TOP WIN INTERNATIONAL has completed its IPO, raising $10.6 million in gross proceeds through the sale of 2,664,000 shares at $4.00 each. The firm commitment structure with underwriters indicates institutional support for the offering, though the relatively modest raise suggests a smaller-scale operation within the luxury goods space.

The current trading price of $2.76 represents a substantial 31% decline from the offering price, signaling a significant market revaluation. While initial post-IPO volatility is common, this magnitude of decline warrants attention from investors evaluating the company's market reception.

Top Win's capital allocation strategy appears appropriately focused on growth enablers: brand marketing, geographic expansion into Southeast Asia, and inventory diversification. The underwriters' 15% greenshoe option (for an additional 399,600 shares) provides potential additional capital if exercised within the 45-day window.

For a luxury goods wholesaler, the $10.6 million raise presents both opportunity and execution challenge - sufficient capital to pursue stated initiatives but requiring disciplined deployment to achieve meaningful market penetration, particularly in new geographic regions. Investors should monitor quarterly financial disclosures to evaluate management's capital efficiency and progress against stated objectives.

Luxury Retail Strategist

This IPO represents a strategic milestone for Top Win, transitioning from private to public status while securing growth capital in a competitive luxury watch distribution landscape. The company's focus on international brand wholesale positions it within the supply chain between prestigious manufacturers and retail outlets.

The allocation of proceeds toward Southeast Asia expansion is particularly noteworthy. This region offers significant growth potential for luxury watch brands due to rising affluence, especially in markets like Singapore, Thailand, and Vietnam. However, establishing distribution networks in these markets requires substantial relationship development with both suppliers and retailers.

The emphasis on inventory diversification suggests Top Win is seeking to broaden its brand portfolio or deepen inventory positions, critical in the watch wholesale business where securing allocations of sought-after models can significantly impact margins. The luxury watch sector operates on preferential access to supply, making strong brand relationships essential.

The $10.6 million raise, while modest compared to larger luxury conglomerates, provides Top Win with capital to strengthen its competitive position in a market where scale and brand relationships are determinative factors. How effectively management leverages this capital toward creating sustainable competitive advantages will be crucial for long-term performance in this margin-sensitive distribution business.

Hong Kong, April 03, 2025 (GLOBE NEWSWIRE) -- TOP WIN INTERNATIONAL LIMITED (Nasdaq: TOPW) (the “Company” or “Top Win”), a Hong Kong-based wholesaler specializing in trading, distribution, and retail of luxury watches of international brands, today announced the successful closing of its initial public offering (the “Offering”) of 2,664,000 ordinary shares (the “Ordinary Shares”) at the price of $4.00 per share (the “Offering Price”).

The Ordinary Shares commenced trading on the Nasdaq Capital Market on April 2, 2025, under the ticker symbol “TOPW.”

The Company received gross proceeds of approximately US$10.6 million from the Offering, before deducting underwriting discounts and other offering expenses. In connection, the Company has granted the underwriters a 45-day option to purchase up to an additional 399,600 Ordinary Shares of the Company, at the Offering Price, representing 15% of the Ordinary Shares sold in the Offering.

The Company intends to use the net proceeds from the Offering for: (i) brand marketing and promotion; (ii) sales team expansion and regional growth, including Southeast Asia; (iii) sourcing and inventory diversification; and (iv) working capital and general corporate purposes.

The Offering was conducted on a firm commitment basis. Dominari Securities LLC acts as the representative of the underwriters, with Revere Securities LLC acting as the co-underwriter (collectively, the “Underwriters”) for the Offering. Ortoli Rosenstadt LLP, Harney Westwood & Riegels, and Stevenson, Wong & Co. act as the U.S., Cayman Islands, and Hong Kong legal counsels to the Company, respectively. Marcum Asia CPAs LLP acts as the independent registered public accounting firm of the Company. The Crone Law Group, P.C. acts as the U.S. counsel to the Underwriters for the Offering.

A registration statement on Form F-1 relating to the Offering was filed with the U.S. Securities and Exchange Commission (the “SEC”) (File Number: 333-283448), as amended, and was declared effective by the SEC on March 27, 2025. The Offering was made by means of a prospectus, forming a part of the registration statement, and a free writing prospectus. You may get these documents for free by visiting EDGAR on the SEC’s website at www.sec.gov. Copies of the final prospectus relating to the Offering may be obtained from Dominari Securities LLC by email at info@dominarisecurities.com, by standard mail to Dominari Securities LLC, 725 Fifth Avenue, 23rd Floor New York, NY 10022, or by telephone at (212) 393-4500; or from Revere Securities LLC by email at contact@reveresecurities.com, by standard mail to Revere Securities LLC, 560 Lexington Avenue, 16th Floor, New York, NY 10022, or by telephone at +1 (212) 688-2350.

This press release has been prepared for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy the securities described herein, 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 TOP WIN INTERNATIONAL LIMITED

Headquartered in Hong Kong, TOP WIN INTERNATIONAL LIMITED is a holding company operating through its Hong Kong subsidiary, Top Win International Trading Limited, a wholesaler engaged in the trading, distribution, and retail of luxury watches. With strategic sourcing and a broad selection of over 30 internationally renowned watch brands, Top Win connects global suppliers with buyers across the Asia-Pacific luxury market, leveraging Hong Kong’s position as a premier regional hub.

For more information, please visit: https://topw.com.hk/, https://ir-topw.com.hk/.

Forward-Looking Statement

This press release contains forward-looking statements. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may, “will, “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. These forward-looking statements include, without limitation, the Company's statements regarding the use of proceeds from the sale of the Company’s Ordinary Shares in the Offering. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company's expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the uncertainties related to market conditions and the completion of the initial public offering on the anticipated terms or at all, and other factors discussed in the “Risk Factors” section of the registration statement filed with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company's filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

For more information, please contact:

Investor Relations
WFS Investor Relations Inc.
Janice Wang
Managing Partner
Email: jwang@wealthfsllc.com
Tel: +1 628 283 9214 | +86-1381-176-8559

FAQ

How much did TOP WIN INTERNATIONAL (TOPW) raise in its IPO?

TOP WIN raised $10.6 million in gross proceeds through its IPO by offering 2,664,000 ordinary shares at $4.00 per share.

When did TOPW stock begin trading on Nasdaq?

TOPW shares began trading on the Nasdaq Capital Market on April 2, 2025.

What is the underwriters' option in TOPW's IPO?

Underwriters have a 45-day option to purchase up to 399,600 additional shares at the $4.00 offering price.

How will TOPW use its IPO proceeds?

Proceeds will fund brand marketing, sales team expansion in Southeast Asia, inventory diversification, and working capital.

Who were the underwriters for TOPW's IPO?

Dominari Securities was the lead underwriter, with Revere Securities as co-underwriter.