- **Cheer Holding, Inc.** announced the pricing of a **best-efforts public offering** with expected gross proceeds of approximately **$8.5 million**.  **[1738758_0001213900-25-094387_ea025968501ex99-1_cheer.htm:0]** 
- The offering consists of **12,686,565 units** at a public offering price of **$0.67 per unit**, with each unit including one Class A ordinary share (or a pre-funded warrant), one Series A warrant, and one Series B warrant.  **[1738758_0001213900-25-094387_ea025968501ex99-1_cheer.htm:0]** 
- Both Series A and Series B warrants have an exercise price of **$0.7035 per Class A Share** and are exercisable for one year; Series B warrants also include a "zero exercise price" option to receive **5.1235 Class A Shares** per warrant exercised.  **[1738758_0001213900-25-094387_ea025968501ex99-1_cheer.htm:0]** 
- The **net proceeds** are designated for **general working capital and other general corporate purposes**, including sales and marketing for user acquisition.  **[1738758_0001213900-25-094387_ea025968501ex99-1_cheer.htm:0]** 
- The offering is anticipated to close around **October 2, 2025**.  **[1738758_0001213900-25-094387_ea025968501ex99-1_cheer.htm:0]**

Cheer Holding (CHR)