High-Trend International Group Held Extraordinary General Meeting for Share Capital Restructure

Rhea-AI Summary

High-Trend International Group (NASDAQ: HTCO), a global ocean technology company, held an Extraordinary General Meeting on July 16, 2025, where shareholders approved significant share capital restructuring measures.

The approved changes include: (1) a 25-to-1 share consolidation of both Class A and Class B ordinary shares, adjusting their par value from US$0.0001 to US$0.0025, (2) an increase in authorized share capital from US$50,000 to US$1,250,000, creating additional 470M Class A and 10M Class B shares, and (3) the adoption of third amended and restated memorandum and articles of association.

Positive

• Share consolidation could help meet NASDAQ listing requirements
• Increased authorized share capital provides more flexibility for future capital raising

Negative

• 25-to-1 share consolidation will reduce the number of outstanding shares
• Potential for future dilution with increased authorized shares

Insights

Corporate Finance Specialist

HTCO implemented a 25:1 reverse stock split and increased authorized share capital, typically done to meet listing requirements or prepare for future financing.

High-Trend International has completed a significant capital restructuring through shareholder approval of three key proposals. The company has executed a 25:1 share consolidation (reverse stock split), where every 25 shares of both Class A and Class B ordinary shares will be consolidated into 1 share of the corresponding class. This consolidation increases the par value of each share from $0.0001 to $0.0025.

Following this consolidation, shareholders approved a substantial increase in authorized share capital. The company's authorized capital will expand from $50,000 to $1,250,000, representing a 2500% increase in potential share issuance capacity. Specifically, authorized Class A ordinary shares will increase from 19.9 million to 489.9 million, while Class B shares will grow from 100,000 to 10.1 million.

This dual-action restructuring carries several strategic implications. Reverse splits are typically implemented to boost share price when it has fallen below exchange requirements or to improve market perception. The substantial increase in authorized shares, however, creates significant additional capacity for future equity issuance, potentially signaling upcoming financing activities, acquisitions, or other strategic corporate actions requiring new share issuance. The amendment to the company's memorandum and articles of association likely accommodates these structural changes while potentially modifying other governance provisions.

SINGAPORE, July 17, 2025 /PRNewswire/ -- High-Trend International Group (the "Registrant" or the "Company") (NASDAQ: HTCO), a global ocean technology company, held its Extraordinary General Meeting of Shareholders (the "Meeting") on July 16, 2025. At the Meeting, the shareholders voted to approve (1) the proposal that effective immediately following the close of the Meeting, every 25 issued and unissued class A ordinary shares of a par value of US$0.0001 each and every 25 issued and unissued class B ordinary shares of a par value of US$0.0001 each in the Company's existing share capital be consolidated into 1 class A ordinary share of a par value of US$0.0025 and 1 class B ordinary share of a par value of US$0.0025, respectively (each a "Consolidated Share") and such Consolidated Shares shall rank pari passu in all respects with each other and have the rights and privileges and be subject to the restrictions as contained in the third amended and restated memorandum and articles of association of the Company (the "Share Consolidation"), so that immediately following the Share Consolidation, the authorized share capital of the Company shall be changed from US$50,000 divided into 497,500,000 class A ordinary shares of a par value of US$0.0001 each and 2,500,000 class B ordinary shares of a par value of US$0.0001 each, to US$50,000 divided into 19,900,000 class A ordinary shares of a par value of US$0.0025 each and 100,000 class B ordinary shares of a par value of US$0.0025 each; (2) the proposal that effective immediately following the close of the Meeting, the authorized share capital of the Company be increased by the creation of an additional 470,000,000 class A ordinary shares of a par value of US$0.0025 each and 10,000,000 class B ordinary shares of a par value of US$0.0025 each to rank pari passu in all respects with the existing class A ordinary shares and class B ordinary shares, respectively (the "Increase of Authorized Share Capital") so that immediately following the Increase of Authorized Share Capital, the authorized share capital of the Company shall be changed from US$50,000 divided into 19,900,000 class A ordinary shares of a par value of US$0.0025 each and 100,000 class B ordinary shares of a par value of US$0.0025 each, to US$1,250,000 divided into 489,900,000 class A ordinary shares of a par value of US$0.0025 each and 10,100,000 class B ordinary shares of a par value of US$0.0025 each; and (3) the proposal that effective immediately following the close of the Meeting, the second amended and restated memorandum and articles of association of the Company currently in effect be amended and restated by the deletion in their entirety and the substitution in their place of the third amended and restated memorandum and articles of association annexed to the notice of the Meeting.

About High-Trend International Group

High-Trend International Group ("High-Trend" or the "Company") is a global ocean technology company with businesses in international shipping and marine carbon neutrality. The Company connects the decarbonization needs of the maritime industry with the supply of the carbon finance market through technology ecosystem, creating a new paradigm for maritime sustainability.  

Forward Looking Statements

This announcement contains "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, including, without limitation, those with respect to the objectives, plans and strategies of the Company set forth herein and those preceded by or that include the words "believe," "expect," "anticipate," "future," "will," "intend," "plan," "estimate" or similar expressions, are "forward-looking statements". Such statements include, but are not limited to risks detailed in the Company's filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 20-F for the fiscal year ended October 31, 2024. These forward-looking statements involve a number of risks and uncertainties, which could cause the Company's future results to differ materially from those anticipated. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. All information provided in this press release is as of the date of the publication, and the Company does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

 

View original content:https://www.prnewswire.com/news-releases/high-trend-international-group-held-extraordinary-general-meeting-for-share-capital-restructure-302507900.html

SOURCE High-Trend International Group

FAQ

What is the new share consolidation ratio for HTCO stock?

HTCO approved a 25-to-1 share consolidation for both Class A and Class B ordinary shares, changing their par value from US$0.0001 to US$0.0025 per share.

How much will HTCO's authorized share capital increase to?

HTCO's authorized share capital will increase from US$50,000 to US$1,250,000, with capacity for 489.9M Class A shares and 10.1M Class B shares.

When will HTCO's share consolidation take effect?

The share consolidation was approved at the Extraordinary General Meeting on July 16, 2025, taking effect immediately following the meeting.

What changes were made to HTCO's share structure?

HTCO implemented a 25:1 share consolidation and increased authorized share capital, creating capacity for 489.9M Class A shares and 10.1M Class B shares with a par value of US$0.0025 each.

Why did High-Trend International Group restructure its share capital?

While not explicitly stated in the release, such restructuring typically aims to maintain listing requirements and provide additional flexibility for future capital raising activities.