NFT Ltd. (NYSE:MI) ("Company" or "NFT", formerly known as Takung Art Co., Ltd.), as an emerging online trading platform operator of international art and collectibles, today announced that it has entered into a securities purchase agreement with certain institutional investors for the purchase and sale of an aggregate of 1,000,000 units, with each unit consisting of one Class A ordinary share, par value of US$0.04 per share ("Ordinary Share"), or one pre-funded warrant in lieu thereof, and one warrant (collectively, the "Securities") in a registered direct offering. The effective offering price for each unit is $1.00.
Each Unit consists of one Ordinary Share of the Company (or one pre-funded warrant to purchase one Ordinary Share in lieu thereof, each a "Pre-Funded Warrant"), and one Common Warrant to purchase one Ordinary Share of the Company (the "Common Warrants"). Each Pre-Funded Unit consisting of one Pre-Funded Warrant in lieu of an Ordinary Share and one Common Warrant, referred to herein as a "Pre-Funded Unit." The public offering price per Pre-Funded Unit is $0.96, which is equal to the public offering price per Unit to be sold in the Offering, less the $0.04 exercise price per Pre-Funded Warrant. The aggregate gross proceeds from the Offering are expected to be approximately US$1.0 million, prior to deducting placement agent fees, legal fees, administrative and other offering-related expenses.
Each Common Warrant will be immediately exercisable upon issuance at an initial exercise price of US$1.00, which is equal to the public offering price per Unit. The warrant exercise price is subject to anti-dilution adjustments in connection with share splits, share combinations, dividend distributions, subsequent equity sale and other corporate restructurings. The Common Warrants will expire on the fifth anniversary of the issuance date.
The closing of the Offering is currently expected to take place on October 13, 2026, subject to the satisfaction of customary closing conditions set forth in the Securities Purchase Agreements dated October 9, 2026 by and between the Company and the purchasers signatory thereto, and related transaction documents. The Company intends to use the net proceeds from the Offering for the development, operation and expansion of its NFT artwork trading platform business and its AI robotics project, working capital and general corporate purpose.
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