Zeta Network Group Registered Direct Offering

Zeta Network Group has entered into a securities purchase agreement with institutional investors for a registered direct offering of up to $10 million in convertible notes and warrants. The offering is structured in two tranches. The first tranche, closing on March 12, 2026, involved $6 million in convertible notes and warrants to purchase over 270,000 ordinary shares, along with 185,344 pre-delivery shares. This tranche yielded $5.4 million in gross proceeds. The notes are convertible into ordinary shares at a conversion price based on market value, with anti-dilution provisions. The warrants are exercisable for five years. The company also agreed to issue shares to investors as collateral for delivery obligations. Maxim Group, LLC acted as the placement agent, receiving a 6% fee. The net proceeds will be used for general corporate and working capital purposes. A second tranche of $4 million in convertible notes and warrants is planned, subject to certain conditions including a reverse stock split and share consolidation.