BEIJING, April 16, 2025 — Global Mofy AI Limited (Nasdaq: GMM), a provider of generative AI technology solutions focused on virtual content creation and 3D digital asset development for the digital content industry, today announced it has signed securities purchase agreements with certain investors for a private placement. The offering is expected to generate gross proceeds of approximately $4 million for the Company.
Under the agreements, the Company will issue and sell up to 2,030,460 Class A ordinary shares (par value US$0.00003 per share) and 2,030,460 warrants, each initially allowing the holder to purchase one Class A Ordinary Share. The combined purchase price is set at US$1.97 per Class A Ordinary Share and Warrant, which is 101% of the Nasdaq Minimum Price, as defined by Nasdaq Listing Rule 5635(d), based on the Nasdaq Official Closing Price (NOCP) on April 14, 2025.
Each Warrant will have an initial exercise price of US$2.36 per share and will be immediately exercisable upon issuance. The warrants will expire five years from the date of issuance. The exercise price and the number of Class A Ordinary Shares that can be obtained upon exercising the Warrants may be adjusted according to the Warrant’s terms.
Global Mofy AI intends to use the net proceeds from the offering for general corporate purposes. This includes working capital, product development, and further expansion of its AI-powered technology platforms, including investment in its recently announced Gauss AI Lab.
The securities mentioned above have not been registered under the Securities Act of 1933, as amended. Therefore, they cannot be offered or sold in the United States without an effective registration statement or a valid exemption from the Securities Act’s registration requirements. Global Mofy has committed to filing a registration statement with the Securities and Exchange Commission (SEC) to register the resale of the Class A Ordinary Shares and Class A Ordinary Shares that may be issued upon exercise of the Warrants.
This press release does not constitute an offer to sell or a solicitation of an offer to buy these securities. Furthermore, there will be no sale of these securities in any state or jurisdiction where such offer, solicitation, or sale would be unlawful before registration or qualification under the securities laws of that jurisdiction.
About Global Mofy AI Limited
Global Mofy AI Limited (Nasdaq: GMM) is a generative AI-driven technology solutions provider engaged in virtual content production, and the development of digital assets for the digital content industry. Utilizing its proprietary “Mofy Lab” technology platform, which consists of interactive 3D and artificial intelligence (“AI”) technology, the Company creates high-definition virtual versions of a wide range of physical world objects in 3D ranging from characters, objects to scenes and more. The digital assets can be used in different applications, including movies, TV series, AR/VR, animation, advertising, gaming, and more. Global Mofy is one of the leading digital asset banks in China, which consists of more than 100,000 high-precision 3D digital assets. For more information, please visit www.globalmofy.cn/ or ir.globalmofy.cn.
Forward-Looking Statement
This press release contains forward-looking statements. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. These forward-looking statements include, without limitation, the Company’s statements regarding the expected trading of its Ordinary Shares on the Nasdaq Capital Market and the closing of the Offering. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the uncertainties related to market conditions and the completion of the initial public offering on the anticipated terms or at all, and other factors discussed in the “Risk Factors” section of the registration statement filed with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.
For more information, please contact:
Global Mofy AI Ltd.
Investor Relations Department
ir@mof-vfx.com
“`