BEIJING, June 3, 2021 /PRNewswire/ -- TIAN RUIXIANG
Holdings Ltd (Nasdaq: TIRX) (the "Company"), a China-based insurance broker, announced today
the pricing of its best-effort follow-on public offering of up to
4,800,000 units at a purchase price of US$7.50 per unit. Each unit consists of one Class
A ordinary share of the Company, and one warrant to purchase one
Class A ordinary share of the Company. The warrants will be
exercisable immediately on the date of issuance (the "Initial
Exercise Date") at an exercise price of US$8.00 per Class A ordinary share, subject to
adjustments, and will expire five years from the Initial Exercise
Date. The Company also announced the entry into a Securities
Purchase Agreement with institutional investors that have agreed to
purchase an aggregate of 2,000,000 units at the initial closing of
the offering, which is expected to occur on or about June 07, 2021, subject to the satisfaction or
waiver of customary closing conditions. The Company may sell
additional units to these institutional investors in one or more
additional closings until the maximum number of units are sold or
the offering is terminated.
The Company expects to receive aggregate gross proceeds at the
initial closing of US$15 million, and
up to US$36 million of aggregate
gross proceeds if the maximum number of units are sold in the
offering, which in each case does not include the placement agent's
fees and other expenses associated with the offering and assumes no
exercise of the warrants included in the units. The Company intends
to use the net proceeds from the offering primarily for: (i)
building an information data platform; (ii) building its
intelligent customer service system; (iii) establishing a "key
customers" department; (iv) product research and development; and
(v) general corporate purposes.
Univest Securities, LLC is acting as the exclusive placement
agent for the offering pursuant to a placement agent agreement.
Hunter Taubman Fischer & Li LLC
serves as counsel to the Company, and Sullivan & Worcester LLP
serves as counsel to Univest Securities, LLC in connection with the
offering.
The units are being offered pursuant to effective registration
statements on Form F-1 (SEC File Nos. 333-256574 and 333-256734),
as amended, that were filed with the Securities and Exchange
Commission (the "SEC") and declared effective by the SEC on
June 2, 2021 and June 3, 2021, respectively. When filed with the
SEC, copies of the final prospectus may be obtained on the SEC's
website at http://www.sec.gov. This offering is being made only by
means of such prospectus. Electronic copies of the preliminary
prospectus, and the final prospectus when available, may also be
obtained, from Univest Securities, LLC, by email at
IBAssistDesk@univest.us or standard mail to Univest
Securities, LLC, Attn: 375 Park Avenue, 15th Floor, New York, NY 10152.
Before investing in the securities being offered in this
offering, interested parties should read in their entirety the
preliminary prospectus forming a part of the effective registration
statement and the other documents that the Company has filed with
the SEC for information about the Company and the offering. 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
these 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.
This press release contains information about the pending
offering of securities, and there can be no assurance that the
offering will be completed.
About TIAN RUIXIANG Holdings Ltd
TIAN RUIXIANG Holdings Ltd, headquartered in Beijing, China, is an insurance broker
operating in China. It distributes
a wide range of insurance products, which are categorized into two
major groups: (1) property and casualty insurance, such as
automobile insurance, commercial property insurance, liability
insurance; and (2) life insurance, such as individual and group
life insurances. For more information, visit the company's website
at http://ir.tianrx.com/.
Forward-Looking Statements
All statements other than statements of historical fact 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. These forward looking statements include
statement regarding the timing of the closing of the pending
offering, the sale of additional
units in additional closings and the anticipated use of
proceeds. These forward-looking statements are made only as of the
date indicated, and 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:
Sherry Zheng
Weitian Group LLC
Phone: 718-213-7386
Email: shunyu.zheng@weitian-ir.com
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SOURCE TIAN RUIXIANG Holdings Ltd
