Core Viewpoint - Linkage Global Inc has completed a strategic private placement to raise capital for growth initiatives in the cross-border e-commerce sector [1][5]. Group 1: Financing Details - The company has entered into a Securities Purchase Agreement for the issuance of senior unsecured convertible notes with an initial principal amount of $3.5 million [1]. - The initial closing is expected to yield gross proceeds of $2.7 million, with an additional $450,000 anticipated shortly after the effectiveness of a registration statement [2]. - The convertible notes were sold at 90% of their principal amount and are convertible into Class A ordinary shares at the holders' option [3]. Group 2: Future Capital Framework - The financing establishes a capital framework allowing for additional issuances of up to $26.5 million in principal amount of similar convertible notes in future tranches [4]. - These follow-on tranches are subject to customary conditions, including compliance with equity conditions and registration requirements [4]. Group 3: Strategic Rationale and Use of Proceeds - The CEO stated that this financing is a key milestone in the company's capital formation strategy, providing flexibility to advance its cross-border e-commerce platform [5]. - The net proceeds will be used for general corporate purposes, including the expansion of cross-border sales operations and integrated e-commerce service lines [5]. Group 4: Registration and Investor Protections - The company has entered into a Registration Rights Agreement and will file a resale registration statement with the SEC covering shares issuable upon conversion of the notes [6]. - While the notes are outstanding, the company is subject to customary investor protections, including restrictions on variable-rate securities and anti-dilution adjustments [7]. Group 5: Company Overview - Linkage Global Inc is a holding company incorporated in the Cayman Islands, operating through subsidiaries in Japan, Hong Kong, and mainland China, focusing on cross-border e-commerce integrated services [10].