Intchains Group Enters Agreement for Direct Registered Offering of ADSs and Warrants
SINGAPORE, March 26, 2025 — Intchains Group Limited (Nasdaq: ICG), a company focused on altcoin mining products, strategic acquisition and holding of Ethereum-based cryptocurrencies, and the development of Web3 applications, has entered a securities purchase agreement (the “Purchase Agreement”) with an institutional investor (the “Institutional Investor”) for a registered direct offering of 361,011 of its American Depositary Shares (“ADSs”), each representing two Class A ordinary shares (the “Class A Ordinary Shares”) at US$2.77 per ADS. The company will also issue warrants (the “Warrants,” along with the ADSs, the “Securities”) to the investor to purchase up to 361,011 ADSs (representing 722,022 Class A Ordinary Shares) at an exercise price of $2.77 per ADS. The Warrants can be exercised anytime after issuance and expire five years later. Subject to exceptions, the company will also grant the investor an option to purchase up to $1.0 million of additional ADSs at the agreed per ADS purchase price. The investor can exercise this option once, fully or partially, from the effective date until 60 days after the offering closes.
The company anticipates gross proceeds of approximately $1.0 million from the direct offering before deducting placement agent fees and other offering expenses.
The offering is expected to close around March 27, 2025, pending standard closing conditions.
The net proceeds will be used to upgrade altcoin mining machines, with the remaining funds allocated to working capital and general corporate purposes to support long-term goals.
The Benchmark Company, LLC, is the exclusive placement agent for this Offering. The Securities are offered through a prospectus supplement and a base prospectus under the company’s shelf registration statement on Form F-3 (File No. 333-279865), filed with the SEC on July 9, 2024, and effective August 5, 2024 (the “Registration Statement”).
A prospectus supplement for the offering will be filed with the SEC. This press release is not an offer to sell or a solicitation to buy these securities, nor can these securities be sold in any state where such offer, solicitation, or sale would be unlawful before registration or qualification under that state’s securities laws. Any offer will be made only through a prospectus, including a prospectus supplement, that is part of the effective Registration Statement.
About Intchains Group Limited
Intchains Group Limited focuses on altcoin mining products, strategic acquisition and holding of Ethereum-based cryptocurrencies, and the development of Web3 applications. More information is available on the company’s website.
Forward-Looking Statements
This announcement contains forward-looking statements involving risks and uncertainties, based on the company’s current expectations and projections about future events that may affect its financial condition, operating results, business strategy, and financial needs. These statements include those about: (i) company goals and strategies; (ii) future business development, financial condition, and operating results; (iii) expected changes in revenue, costs, or expenditures; (iv) industry growth and competition trends; (v) expectations regarding product demand and market acceptance; (vi) general economic and business conditions in operating markets; (vii) relevant government policies and regulations; (viii) fluctuations in the market price of ETH-based cryptocurrencies, gains or losses from their sale, changes in accounting treatment for holdings, decreased market liquidity, security breaches, cyberattacks, unauthorized access, loss of private keys, fraud, or other events leading to loss of cryptocurrencies, and impacts to the price and rate of adoption of ETH-based cryptocurrencies associated with financial difficulties and bankruptcies of various participants in the industry; and (ix) underlying assumptions. These statements can be identified by terms like “may,” “could,” “will,” “should,” “would,” “expect,” “plan,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “project,” or “continue,” or their negatives or similar language. Forward-looking statements are based on information currently available and are made only as of the date of this release. The company does not undertake to update or revise these statements to reflect new events or circumstances or changes in expectations, except as required by law. While the company believes these expectations are reasonable, it cannot guarantee their accuracy and advises investors that actual results may differ materially from anticipated results, encouraging them to review other factors in the company’s registration statement and SEC filings that may affect future results.
For investor and media inquiries, please contact:
Intchains Group Limited
Investor relations
Email: ir@intchains.com
Redhill
Belinda Chan
Tel: +852-9379-3045
Email: belinda.chan@creativegp.com