JIADE LIMITED announced a registered direct offering of 12 million shares at $0.25 per share, expected to raise $3 million.
Quiver AI Summary
JIADE LIMITED has announced a Securities Purchase Agreement with several investors for the purchase of 12 million Class A ordinary shares at a price of $0.25 per share in a registered direct offering, expected to yield approximately $3 million in gross proceeds. The agreement allows for additional closings of up to 48 million shares within 30 days if investors choose to exercise options for extra shares. The offering is set to close around February 19, 2026, pending customary closing conditions, and will utilize a previously declared effective shelf registration statement with the SEC. Univest Securities, LLC is the placement agent for this offering. JIADE LIMITED focuses on providing educational support services for adult education institutions in China, utilizing its Kebiao Technology Educational Administration Platform to enhance various administrative functions.
Potential Positives
- Company raised approximately $3 million in gross proceeds through a registered direct offering of 12,000,000 Class A ordinary shares.
- Potential for additional closings of up to 48,000,000 shares if investors exercise their option to purchase more, indicating investor interest and confidence.
- Funds raised may enhance the Company’s ability to expand its educational support services and technological solutions.
- The offering was conducted under an effective shelf registration statement, ensuring compliance with SEC regulations and facilitating future capital raising efforts.
Potential Negatives
- Issuance of shares at a low purchase price of $0.25 per share could signal to the market that the company's stock is undervalued or struggling.
- The agreement allows for the issuance of an additional 48,000,000 shares, which may lead to significant dilution of existing shareholders' equity.
- The press release contains forward-looking statements that acknowledge potential risks and uncertainties, which may raise concerns among investors about the company's future performance.
FAQ
What is the Securities Purchase Agreement JIADE LIMITED announced?
JIADE LIMITED announced an agreement for the purchase and sale of 12,000,000 Class A ordinary shares at $0.25 each.
When is the expected closing date for the offering?
The transaction is expected to close on or about February 19, 2026, subject to customary closing conditions.
How much gross proceeds is JIADE LIMITED expecting from the offering?
The gross proceeds from the offering are expected to be approximately $3 million.
Who is the placement agent for this offering?
Univest Securities, LLC is acting as the sole placement agent for the offering.
Where can investors find the final prospectus for the offering?
The final prospectus and accompanying prospectus will be filed with the SEC and available on their website at www.sec.gov.
Disclaimer: This is an AI-generated summary of a press release distributed by GlobeNewswire. The model used to summarize this release may make mistakes. See the full release here.
$JDZG Hedge Fund Activity
We have seen 1 institutional investors add shares of $JDZG stock to their portfolio, and 1 decrease their positions in their most recent quarter.
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- UBS GROUP AG removed 26,376 shares (-98.6%) from their portfolio in Q4 2025, for an estimated $21,364
- BLACKROCK, INC. added 80 shares (+inf%) to their portfolio in Q4 2025, for an estimated $64
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Full Release
Chengdu, China, Feb. 18, 2026 (GLOBE NEWSWIRE) -- JIADE LIMITED (NASDAQ: JDZG) (the “Company”), today announced that it has entered into an agreement (the “Securities Purchase Agreement”) with several investors for the purchase and sale of 12,000,000 of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Shares”) (or pre-funded warrants in lieu thereof) at a purchase price of $0.25 per Share in a registered direct offering (the “Offering”). The purchase price for the pre-funded warrants is identical to the purchase price for Shares, less the exercise price of $0.0001 per share. Pursuant to the Securities Purchase Agreement, entered into between the Company and certain investors with respect to the Offering, the Company and the investors have agreed to additional closings of up to 48,000,000 Shares on or before the 30th calendar day anniversary of the Initial Closing Date (as defined below), if the investors exercise their option to purchase additional Shares (or pre-funded warrants in lieu thereof) by delivery of one or more written notices.
The gross proceeds to the Company of the Offering are expected to be approximately $3 million. The transaction is expected to close on or about February 19, 2026 (the “Initial Closing Date”), subject to the satisfaction of customary closing conditions. The Shares (or pre-funded warrants in lieu thereof) were sold pursuant to a shelf registration statement (the “Registration Statement”) on Form F-3 (File No. 333- 292574) previously filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on January 13, 2026. The Company may hold one or more closings until the maximum numbers Shares (or pre-funded warrants in lieu thereof) are sold or the offering is terminated.
Univest Securities, LLC is acting as the sole placement agent.
A final prospectus supplement and accompanying prospectus describing the terms of the proposed Offering will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov . Electronic copies of the final prospectus supplement and the accompanying prospectus may be obtained, when available, by contacting Univest Securities, LLC at [email protected] , or by calling +1 (212) 343-8888.
This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sales of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. Copies of the prospectus supplement relating to the registered direct Offering, together with the accompanying base prospectus will be filed by the Company and, upon filing, can be obtained at the SEC’s website at www.sec.gov .
About JIADE LIMITED
JIADE LIMITED provides one-stop comprehensive education support services for adult education institutions in China. Through its subsidiaries, the Company offers software-driven and service-based solutions centered around the Kebiao Technology Educational Administration Platform (“KB Platform”), which streamlines enrollment, student management, learning progress tracking, grade inquiry, and graduation management. JIADE also provides auxiliary services such as pre-enrollment guidance, exam training, application support, tutoring, and exam administration. To date, the Company has supported more than 17 adult education institutions and approximately 80,000 students across China.
Forward-Looking Statements
Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and in its other filings with the SEC.
For more information, please contact:
JIADE LIMITED
Investor Relations Department
Email:
[email protected]
Investor Relations
WFS Investor Relations Inc.
Email:
[email protected]
Phone: +1 628 283 9214