FingerMotion Announces Closing of $5.0 Million Registered Direct Offering

Singapore, Singapore–(Newsfile Corp. – December 23, 2024) – FingerMotion, Inc. (NASDAQ: FNGR) (the “Company” or “FingerMotion“), a mobile services and data company, today announced the closing of its previously announced registered direct offering of 3,333,336 shares of the Company’s common stock, par value $0.0001 per share, and warrants to purchase up to an aggregate of 5,000,004 shares of its common stock. Each share was offered and sold together with one and one-half warrants at a combined public offering price of $1.50. The warrants have an exercise price of $1.50 per share, are exercisable immediately, and will remain exercisable for a term of five years from the date of issuance.

Roth Capital Partners acted as the exclusive placement agent of the offering.

The Company received net proceeds of approximately $4.44 million from the offering, after deducting the offering expenses payable by the Company, including placement agent’s fees and expenses. The Company intends to use the net proceeds from the offering for general corporate and working capital purposes.

The securities described above were offered by the Company pursuant to a “shelf” registration statement on Form S-3 (File No. 333-274456) previously filed with the Securities and Exchange Commission (the “SEC”) and declared effective by the SEC on September 29, 2023. The offering was made solely by means of a prospectus relating to the offering, including a prospectus supplement, that forms part of the effective registration statement and has been filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, on the SEC’s website at http://www.sec.gov or by contacting Roth Capital Partners at 888 San Clemente Drive, Newport Beach CA 92660, by phone at (800) 678-9147.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About FingerMotion, Inc.

FingerMotion is an evolving technology company with a core competency in mobile payment and recharge platform solutions in China. As the user base of its primary business continues to grow, the Company is developing additional value-added technologies to market to its users. The vision of the Company is to rapidly grow the user base through organic means and have this growth develop into an ecosystem of users with high engagement rates utilizing its innovative applications. Developing a highly engaged ecosystem of users would strategically position the Company to onboard larger customer bases. FingerMotion eventually hopes to serve over 1 billion users in the China market and eventually expand the model to other regional markets.

For more information on FingerMotion, visit: https://fingermotion.com/

Forward Looking Statements

Except for the statements of historical fact contained herein, the information presented in this news release constitutes “forward-looking statements” as such term is used in applicable United States securities laws. These statements relate to analysis and other information that are based on forecasts or future results, estimates of amounts not yet determinable and assumptions of management. Any other statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “estimates” or “intends”, or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved) are not statements of historical fact and should be viewed as “forward-looking statements”. We have based these forward-looking statements on our current expectations about future events or performance, including the intended use of proceeds from the public offering. While we believe these expectations are reasonable, such forward-looking statements are inherently subject to risks and uncertainties, many of which are beyond our control. Our actual future results may differ materially from those discussed or implied in our forward-looking statements for various reasons. Factors that could contribute to such differences include, but are not limited to: international, national and local general economic and market conditions; demographic changes; the ability of the Company to sustain, manage or forecast its growth; the ability of the Company to manage its VIE contracts; the ability of the Company to maintain its relationships and licenses in China; adverse publicity; competition and changes in the Chinese telecommunications market; fluctuations and difficulty in forecasting operating results; business disruptions, such as technological failures and/or cybersecurity breaches; and the other factors discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements contained in this news release and in any document referred to in this news release. The forward-looking statements included in this release are made only as of the date hereof. For forward-looking statements in this news release, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Report Act of 1995. The Company assumes no obligation to update or supplement any forward-looking statements whether as a result of new information, future events or otherwise. This news release shall not constitute an offer to sell or the solicitation of any offer to buy our securities.

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