UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of May 2026
Commission File Number 001-41573
HIGH-TREND INTERNATIONAL GROUP
(Translation of registrant’s name into English)
60 Paya Lebar Road
#06-17 Paya Lebar Square
Singapore 409051
+ 1 (929) 666 0683
(Address of principal executive office)
Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form
40-F ☐
On April 27, 2026, High-Trend International Group (the “Company”
or the “Registrant”) sold an unsecured promissory note (the “Note”) pursuant to a note purchase agreement to Mr.
Jinyu Chang, controller of the Company and its former Chairman of the board of directors, for $2.6 million. The Note carries an annual
interest rate of 5%, which is payable together with the principal one year after the date of issuance.
April 28, 2026, the Company entered into an agreement (the “Termination
Agreement”) with Streeterville Capital, LLC ( “Streeterville”) whereby we paid Streeterville $4,191,247.42 as payment
in full of all obligations owed by Company to Streeterville including a $3,230,000 note issued to Streeterville under pursuant to the Securities
Purchase Agreement dated October 29, 2025 by and between Streeterville and the Company (the “Securities Purchase Agreement”).
Pursuant to the terms of the Termination Agreement, the Securities Purchase Agreement was deemed terminated and 630,000 Class A ordinary
shares of the Company (the “Pre-Delivery Shares”) will be returned to the Company.
On May 4, 2026, the Company issued a press release announcing the entry
of the Termination Agreement and the cancellation of the Pre-Delivery Shares.
A copy of the press release is attached hereto
as Exhibit 99.1 and incorporated herein by reference.
This Report on Form 6-K and the information contained
herein shall be deemed to be furnished and not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and
shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall
be expressly set forth by specific reference in such filing.
Forward-Looking Statements.
This Report on Form 6-K contains forward-looking
statements. These statements involve risks and uncertainties that could cause actual results to differ materially, including risks relating
to the satisfaction of closing conditions, the receipt of regulatory approvals (including approvals by Nasdaq), and the timing and completion
of the transaction.
Exhibit Index
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release dated May 4, 2026 |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: May 4, 2026 |
HIGH-TREND INTERNATIONAL GROUP |
| |
|
|
| |
By: |
/s/ Shixuan He |
| |
|
Shixuan He |
| |
|
Chief Executive Officer |
| |
|
(Principal
Executive Officer) |
Exhibit 99.1
High-Trend International Group Eliminates Financing
Overhang and Plans Cancellation of 630,000 Class A Ordinary Shares (Originally Scheduled to Become Eligible for Resale on May 1, 2026)
New York, May 4, 2026, High-Trend International
Group (NASDAQ: HTCO, the “Company”) today announced that it has fully repaid all outstanding obligations under its financing
arrangement with Streeterville Capital, LLC (“Streeterville”) and has terminated the related transaction documents, thereby
eliminating the associated financing overhang.
In connection with the repayment, Streeterville
has agreed to return previously issued 630,000 Class A ordinary shares to the Company. These shares were originally scheduled to become
eligible for resale on May 1, 2026. The acquisition of the shares by the Company will reduce the number of shares that could otherwise
become available for trading in the future.
The Company also sold an unsecured promissory
note to Mr. Jinyu Chang, controller of the Company and it former Chairman of the board of directors, for $2.6 million. The note carries
an annual interest rate of 5%, which is payable together with the principal, one year after issuance.
HTCO Chairman Mr. Christopher Nixon Cox states
“the full repayment and termination of this financing arrangement represent a meaningful step in strengthening our balance sheet
and removing a potential market overhang.”
About High-Trend International Group
High-Trend International Group is a global ocean
transportation company with core businesses in international shipping.
Forward-Looking Statements
This press release contains forward-looking statements
within the meaning of applicable securities laws, including Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934, made under the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements
can be identified by words such as “believe,” “expect,” “anticipate,” “future,” “will,”
“intend,” “plan,” “estimate” or similar expressions. Actual results may differ materially from those
indicated by these forward-looking statements due to various risks and uncertainties, including but not limited to those detailed in the
Company’s filings with the U.S. Securities and Exchange Commission. All information in this press release is as of the date of this
release, and the Company undertakes no obligation to update any forward-looking statement, except as required by applicable law.
