Garden Stage (GSIW) Registration Filing summary

Company overview and business model

• Operates as a holding company incorporated in the Cayman Islands, with all operations conducted through wholly-owned subsidiaries in Hong Kong focused on financial services.

• Provides placing and underwriting, securities dealing and brokerage, asset management, and investment advisory services through licensed subsidiaries.

• No operations, offices, or personnel in Mainland China; does not utilize a VIE structure.

• Revenues for the years ended March 31, 2024 and 2023 were $1.4 million and $3.3 million, respectively, with net losses of $4.7 million and $0.2 million.

• Plans to grow by strengthening core services, expanding U.S. market presence, and developing asset management and margin financing.

Financial performance and metrics

• Revenue declined from $3.3 million in FY 2023 to $1.4 million in FY 2024.

• Net loss increased from $0.2 million in FY 2023 to $4.7 million in FY 2024.

• No dividends or distributions have been made to shareholders or between the holding company and subsidiaries as of the prospectus date.

• Market value of public float as of December 3, 2024, was approximately $3.65 million, based on 5,986,920 shares at $0.61 per share.

Use of proceeds and capital allocation

• Net proceeds from securities sales will be used as indicated in applicable prospectus supplements.

• No current plans to declare or pay dividends; future earnings intended to finance business expansion.

• Cash transfers between the holding company and subsidiaries are currently unrestricted under Cayman Islands and Hong Kong law, but may be subject to future PRC intervention.