New York, NY, Sept. 17, 2026 (GLOBE NEWSWIRE) -- Chaince Securities, LLC (“Chaince”), a FINRA-registered broker-dealer and wholly owned subsidiary of Chaince Digital Holdings Inc. (NASDAQ: CD), today announced that it has been engaged as the exclusive sales agent for the at-the-market (“ATM”) equity offering program of Top Wealth Group Holding Limited (NASDAQ: TWG) (“Top Wealth” or the “Company”), a company that specializes in supplying premium-class sturgeon caviar and related products including premium grade wines. The engagement is made pursuant to an At the Market Sales Agreement dated September 8, 2026 (the “Sales Agreement”), under which the Company may offer and sell, from time to time, Class A ordinary shares having an aggregate offering price of up to US$200 million through Chaince.
Under the Sales Agreement, sales of Class A ordinary shares of the Company, if any, may be made by any method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended, including sales made directly on the Nasdaq Capital Market. Sales, if any, will be made at prevailing market prices, and the timing and volume of any sales will be determined by the Company at its sole discretion, subject to the terms of the Sales Agreement. Chaince will use commercially reasonable efforts, consistent with its normal trading and sales practices, to sell the shares in accordance with the terms of the Sales Agreement. There is no minimum offering amount, and Chaince is not required to sell any specific number or dollar amount of shares. The Company intends to use the net proceeds from the ATM program, if any, as described in the prospectus supplement, for general corporate purposes, which may include business diversification and development initiatives, capital expenditures, and potential acquisitions or strategic investments in complementary businesses or technologies.
This engagement reflects Chaince’s continued expansion of its equity capital markets platform, which provides at-the-market execution, capital markets advisory, and institutional distribution capabilities to growth-stage Nasdaq-listed issuers.
The Class A ordinary shares will be offered pursuant to the Company’s effective shelf registration statement on Form F-3 (File No. 333-296301) previously filed with the U.S. Securities and Exchange Commission (the “SEC”), which was declared effective by the SEC on June 26, 2026, and the prospectus supplement dated September 10, 2026 relating to the ATM program, filed with the SEC on September 11, 2026. The prospectus supplement provides for the offer and sale of up to US$200,000,000 of Class A ordinary shares. Any offer, solicitation, or sale will be made only by means of the prospectus supplement and the accompanying base prospectus. Copies of the prospectus supplement and the accompanying prospectus may be obtained on the SEC’s website at www.sec.gov or by contacting Chaince Securities, LLC, 1251 Avenue of the Americas, 41st Floor, New York, NY 10020, or by email at info@chaincesecurities.com.
Loeb & Loeb LLP is acting as U.S. counsel to the Company. Ortoli Rosenstadt LLP is acting as counsel to Chaince.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities, 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 Chaince Securities, LLC
Chaince Securities, LLC is a FINRA-registered broker-dealer headquartered in New York, specializing in at-the-market offerings, private placements, capital markets advisory, and institutional execution services for global growth-stage companies. Chaince is a subsidiary of Chaince Digital Holdings Inc. (NASDAQ: CD). For more information, visit https://chaincesecurities.com/.
About Top Wealth Group Holding Limited
Top Wealth Group Holding Limited is a holding company incorporated in the Cayman Islands with operations conducted in Hong Kong through its operating subsidiaries. The Company specializes in supplying premium-class sturgeon caviar and its related products, notably old vintage premium wines. Over the last three years, the Company has been practicing an upward vertical integration by seeking opportunities in upstream acquisition in order to secure stable long term supply of quality caviar products as well as innovating into related business through acquiring a wine trading group which engages in the development and commercialization of a wine authentication and tracking system and wine trading businesses in the Asia Pacific Region. The Company also succeeded in establishing a solid distribution in the premium old vintage wine markets. The Company's long term development strategy is to actively capitalize the current horizontal expansion in the premium wine market with the upward vertical expansion into the caviar and related products industry.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including 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, including statements regarding the ATM offering program, the amount and timing of any sales of Class A ordinary shares thereunder, and the anticipated use of proceeds. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such statements. Certain forward-looking statements relating to Top Wealth are based on information provided by or publicly disclosed by Top Wealth. There can be no assurance that any shares will be sold under the ATM program, or as to the prices at which any such sales may occur. Factors that could cause actual results to differ materially include, but are not limited to, market and economic conditions, the trading price and liquidity of the Company’s Class A ordinary shares, the Company’s ability to maintain compliance with the continued listing requirements of the Nasdaq Capital Market, regulatory developments, changes in the legal, regulatory and political environment in Hong Kong and the People’s Republic of China (“PRC”) applicable to the Company’s operations, restrictions on the Company’s ability to transfer cash or make distributions across borders, fluctuations in the exchange rate between the Hong Kong dollar and the U.S. dollar, and other risks described in the Company’s filings with the SEC. Neither Chaince nor the Company undertakes any obligation to update any forward-looking statements to reflect subsequent events or circumstances, except as required by law.
For more information, please contact:
Chaince Securities, LLC
Email: info@chaincesecurities.com
International Elite Capital Inc.
Annabelle Zhang
Tel: +1 (646) 866-7928
Email: management@iecapitalusa.com
