Chaince Securities to Act as Exclusive Sales Agent for Top Wealth Group

News related to:Top Wealth Group Holding Limited · 3 min read

New York, NY, Sept. 17, 2026 /CourierPR/ -- Chaince Securities, LLC, a FINRA-registered broker-dealer and wholly owned subsidiary of Chaince Digital Holdings Inc. (NASDAQ: CD), has been appointed as the exclusive sales agent for Top Wealth Group Holding Limited (NASDAQ: TWG) for an at-the-market (ATM) equity offering program. The engagement is made pursuant to an At the Market Sales Agreement dated September 8, 2026 (the “Sales Agreement”), under which Top Wealth 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 Top Wealth, 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 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 Top Wealth 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.

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, Top Wealth has been practicing an upward vertical integration by seeking opportunities in upstream acquisition to secure stable long-term supply of quality caviar products and 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 has established a solid distribution in the premium old vintage wine markets. Top Wealth's long-term development strategy is to actively capitalize on the current horizontal expansion in the premium wine market with upward vertical expansion into the caviar and related products industry.

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 [email protected].

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 press release contains forward-looking statements within the meaning 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. 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.

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