Offerings |
Mar. 05, 2026
USD ($)
shares
|
|---|---|
| Offering: 1 | |
| Offering: | |
| Fee Previously Paid | false |
| Rule 457(o) | true |
| Security Type | Equity |
| Security Class Title | Common Shares par value $0.43696 per share ("Common Shares") |
| Maximum Aggregate Offering Price | $ 0.00 |
| Fee Rate | 0.01381% |
| Amount of Registration Fee | $ 0.00 |
| Offering: 2 | |
| Offering: | |
| Fee Previously Paid | false |
| Rule 457(o) | true |
| Security Type | Equity |
| Security Class Title | Warrants to purchase Common Shares |
| Maximum Aggregate Offering Price | $ 0.00 |
| Fee Rate | 0.01381% |
| Amount of Registration Fee | $ 0.00 |
| Offering: 3 | |
| Offering: | |
| Fee Previously Paid | false |
| Rule 457(o) | true |
| Security Type | Other |
| Security Class Title | Units (consisting of Common Shares and Warrants) |
| Maximum Aggregate Offering Price | $ 0.00 |
| Fee Rate | 0.01381% |
| Amount of Registration Fee | $ 0.00 |
| Offering: 4 | |
| Offering: | |
| Fee Previously Paid | false |
| Rule 457(o) | true |
| Security Type | Other |
| Security Class Title | Unallocated (Universal) Shelf |
| Maximum Aggregate Offering Price | $ 250,000,000.00 |
| Fee Rate | 0.01381% |
| Amount of Registration Fee | $ 34,525.00 |
| Offering: 5 | |
| Offering: | |
| Fee Previously Paid | false |
| Other Rule | true |
| Security Type | Equity |
| Security Class Title | Common Shares (secondary offering) |
| Amount Registered | shares | 7,000,000 |
| Proposed Maximum Offering Price per Unit | 17.7650 |
| Maximum Aggregate Offering Price | $ 124,355,000.00 |
| Fee Rate | 0.01381% |
| Amount of Registration Fee | $ 17,173.43 |
| Offering Note | (a) Represents securities that may be offered and sold from time to time in one or more offerings by Newegg Commerce, Inc. (the "Registrant"). There are being registered hereunder such indeterminate number of the securities of each identified class as may be sold in any combination by the Registrant from time to time at indeterminate prices, with the aggregate initial offering price not to exceed $250,000,000. The securities registered also include such indeterminate amount of securities as may be issued upon exercise of warrants registered hereunder or pursuant to the antidilution provisions of any such securities. Separate consideration may or may not be received for securities that are issued upon the conversion or exercise of, or in exchange for, other securities offered hereby. Any securities registered hereunder may be sold separately or as units with other securities registered hereunder. (b) The amount registered, the proposed maximum offering price per unit and the maximum aggregate offering price for each class of security will be determined from time to time by the Registrant in connection with the issuance by the Registrant of the securities registered hereunder and are not specified as to each class of security pursuant to Instructions 2.A.ii.b. and 2.A.iii.b. to the Calculation of Filing Fee Tables under Item 9(b) of Form F-3 under the Securities Act of 1933, as amended (the "Securities Act"). (c) Pursuant to Rule 416 under the Securities Act, the shares being registered hereunder include an indeterminate number of Common Shares as may be issuable with respect to the shares being registered hereunder as a result of stock splits, stock dividends or similar transactions. |