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New York, New York, May 05, 2025 (GLOBE NEWSWIRE) -- Univest Securities, LLC (“Univest”), a member of FINRA and SIPC, and a full-service investment bank and securities broker-dealer firm based in New York, today announced the closing of private placement (the “Offering”) for its client GD Culture Group Limited (NASDAQ: GDC) (the “Company”), a company currently conducting business mainly through its subsidiaries, AI Catalysis Corp. (“AI Catalysis”) and Shanghai Xianzhui Technology Co, Ltd.
Under the terms of the securities purchase agreement, the Company has agreed to sell to several purchasers an aggregate of 1,115,600 shares of the Company’s common stock, par value $0.0001 per share (the "Common Stock") at a purchase price of $0.524 per share in the Offering, and pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to an aggregate of 9,380,582 shares of Common Stock at a purchase price of $0.523 per Pre-Funded Warrant in the Offering. The Pre-Funded Warrants are first exercisable the date on which the Company obtains stockholder approval approving the exercise of the Pre-Funded Warrants.
The aggregate gross proceeds to the Company were approximately $5.5 million. The Company intends to use the net proceeds from the Offering for working capital purposes.
Univest Securities, LLC acted as the sole placement agent.
The securities described above are being offered in a private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”), and/or Rule 506(b) of Regulation D promulgated thereunder and have not been registered under the Act or applicable state securities laws. Accordingly, the securities may not be resold absent registration under the Act or an applicable exemption from such registration requirements. The Company has agreed to file a resale registration statement with the U.S. Securities and Exchange Commission for purposes of registering the resale of the common stock issued or issuable in connection with the private placement.
This press release shall not constitute an offer to sell or a 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 Univest Securities, LLC
Registered with FINRA since 1994, Univest Securities, LLC provides a wide variety of financial services to its institutional and retail clients globally including brokerage and execution services, sales and trading, market making, investment banking and advisory, wealth management. It strives to provide clients with value-add service and focuses on building long-term relationship with its clients. For more information, please visit: www.univest.us.