The ATM creates a persistent overhang — the company can sell shares into any rally, capping upside. Monitor daily volume and any Form 424B5 filings reporting actual sales. The 3% commission is standard for ATM programs, but the 48% potential dilution is material for a $463M market cap company. Watch for any subsequent 8-K or 6-K disclosing actual sales amounts.
Price Chart
Executive Summary
Roma Green Finance Ltd filed a 424B5 prospectus supplement establishing an At-the-Market (ATM) offering agreement with H.C. Wainwright & Co. to sell up to $200 million of Class A ordinary shares. The ATM allows the company to sell shares opportunistically at prevailing market prices, with a 3.0% commission to the manager. The filing signals potential significant dilution — at the current $7.765 price, selling the full $200M would add ~25.8M shares (48% of current float) — and creates a structural overhang that could pressure the stock.
Key Facts
- ATM agreement with H.C. Wainwright & Co. for up to $200,000,000 in Class A ordinary shares
- Manager receives 3.0% commission on gross proceeds
- No minimum offering amount; shares sold at prevailing market prices
- 53,493,467 Class A shares outstanding before offering; up to ~79.3M shares post-offering at $7.765/share
- Net tangible book value per share as of Sep 30, 2025 was $0.154; pro forma after full offering at $7.765 would be $2.560
- Immediate dilution of $5.205 per share to new investors at assumed offering price
- Last reported sale price on June 12, 2026 was $7.765 per share
- Proceeds to be used for general corporate purposes including working capital and potential acquisitions
Financial Impact
Up to $200,000,000 in gross proceeds from ATM sales; at $7.765/share, this implies up to ~25.8M new shares (48% dilution to current float). Net proceeds after 3% commission and ~$283,100 estimated expenses.
Risk Factors
- Significant dilution to existing shareholders if full $200M is sold
- ATM overhang may suppress stock price as market anticipates continuous selling
- No minimum offering condition — company may sell shares at any time at any price
- Management has broad discretion over use of proceeds with no specific commitments
- Hong Kong/PRC regulatory risks could further pressure valuation
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 424B5 Filing (Primary) | 0001493152-26-028634 |
| Document: 0001493152-26-028634-index-headers.html | 0001493152-26-028634 |
| Document: 0001493152-26-028634-index.html | 0001493152-26-028634 |
| Document: 0001493152-26-028634.txt | 0001493152-26-028634 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Aug 21, 2026 9w ago | 6-K | $8.99 $9.37 | ▲ +4.23% | ▲ +4.75% | $4.54 (−49.50%) |
Jun 15, 2026 19w ago | 424B5 | $7.67 $8.86 | ▼ −15.52% | ▼ −16.26% | $4.54 (+40.81%) |
Apr 16, 2026 27w ago | 6-K | $4.97 $7.81 | ▲ +57.14% | ▲ +51.33% | $4.54 (−8.65%) |
Mar 30, 2026 30w ago | 6-K / PRESS-RELEASE | $4.33 $6.29 | ▲ +45.27% | ▲ +32.67% | $4.54 (+4.85%) |
Mar 30, 2026 30w ago | PRESS-RELEASE / 6-K | $4.33 $6.29 | ▲ +45.27% | ▲ +32.67% | $4.54 (+4.85%) |
Mar 2, 2026 34w ago | EFFECT | $2.14 $4.33 | ▲ +102.34% | ▲ +110.27% | $4.54 (+112.15%) |
US Market Status
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