Lichen International Limited (LICN) is asking shareholders to approve a 100-for-1 consolidation of its Class A and Class B ordinary shares, effective November 19, 2026, if approved. The authorized share capital would remain US$200 million, while authorized Class A shares would change from 20 billion to 200 million and Class B shares from 5 billion to 50 million; par value would change from US$0.008 to US$0.80 per share. Shareholders are scheduled to vote on November 9, 2026; the amended articles proposal depends on approval of the consolidation.
The Board says the proposal is intended to help meet Nasdaq’s US$1.00 minimum bid-price requirement. After LICN’s 200-for-1 reverse split on March 3, 2025, the company says it may not receive a bid-price compliance period and could face delisting if a deficiency continues for 30 consecutive trading days. The Board says continued Nasdaq listing is not assured and the reduced share count could adversely affect liquidity. Fractional shares would be rounded up to the nearest whole share.
Lichen International Ltd. (LICN) completed the disposition of Bondly Enterprises Limited through its indirect wholly-owned subsidiary, Legend Consulting Limited. Under an agreement entered into on October 7, 2026, Legend Consulting transferred all of Bondly Enterprises’ issued and outstanding shares to the transferee for one Hong Kong dollar; the transfer was completed on October 12, 2026. Lichen International no longer holds an equity interest in Bondly Enterprises.
On October 15, 2026, Lichen International Ltd (LICN) entered an amended and restated debt settlement and mutual release agreement with Ya Li, its Chief Executive Officer, Director and Chairman of the Board, effective as of August 27, 2025, to revise the description of debt owed to him. As of August 27, 2025, the debt was RMB 2,129,544 (approximately $297,000) for loans advanced by Mr. Li. The settlement involved 65,000 Class B ordinary shares valued at $4.57 per share, issued to Mr. Li on August 27, 2025.
Lichen International Limited (LICN) reported that its indirect wholly owned subsidiary, Legend Consulting Limited, agreed on October 7, 2026, to transfer all issued and outstanding shares of Bondly Enterprises Limited to a transferee for one Hong Kong dollar. The transfer includes Bondly Enterprises’ wholly owned subsidiary, Xiamen Bondly Management and Consulting Company Limited, which conducts professional education.
As of August 31, 2026, Bondly Enterprises had incurred significant losses and had negative shareholders’ equity. The Board approved the agreement and transaction on October 7, 2026, stating that the disposition would allow Lichen to eliminate the subsidiary’s ongoing losses and focus resources on its remaining business.
Lichen International Ltd (LICN) reported $10.264 million in revenue for the six months ended June 30, 2026, down 28.0% from $14.260 million a year earlier. Net loss was $11.549 million, compared with $9.182 million, and operating loss was $8.722 million versus $5.247 million. Financial and taxation solution services revenue fell to $8.053 million from $11.579 million, while Pre-IPO advisory revenue rose to $940,000 from $591,000.
The company has been shifting toward IPO advisory and external equity investments since 2025. By June 30, 2026, it had initiated advisory services for 25 prospective listed enterprises and had equity investments in four unrelated parties totaling $1.35 million. Integration of the DeepSeek optimization framework was completed by May 2026, with a trial phase set to begin in early June.
Net cash used in operating activities was $5.808 million, versus $1.854 million a year earlier. Cash was $19.600 million as of June 30, 2026, compared with $26.914 million as of December 31, 2025.
Lichen International Limited, a Cayman Islands holding company listed on Nasdaq, filed its Form 20-F for the year ended December 31, 2025. Operations are conducted through PRC subsidiaries, mainly Lichen Zixun and Bondly Xiamen, with revenues and costs largely in Renminbi.
The company reports 16,216,825 Class A ordinary shares and 110,000 Class B ordinary shares outstanding as of December 31, 2025, against authorized capital of 20 billion Class A and 5 billion Class B shares. It emphasizes that cash upstreaming depends on PRC subsidiaries’ after-tax profits and Chinese foreign-exchange rules.
The filing details PRC regulatory, foreign-exchange and legal-system risks, including potential limits on cross-border cash transfers, evolving CSRC filing regimes for offshore offerings, cybersecurity and data-review rules, and possible U.S. trading bans under the Holding Foreign Companies Accountable Act if PCAOB access is curtailed. The company does not expect to pay cash dividends in the foreseeable future.
Lichen International Limited reports that shareholders approved all six proposals at an extraordinary general meeting held on December 30, 2025. Holders representing 15,970,739 voting power, or 92.23% of eligible votes as of November 21, 2025, were present in person or by proxy. Shareholders approved a major increase in authorised share capital from US$1,000,000 divided into 100,000,000 Series A and 25,000,000 Series B ordinary shares to US$200,000,000 divided into 20,000,000,000 Series A and 5,000,000,000 Series B ordinary shares. They also approved a future share consolidation at a ratio between one-for-20 and one-for-200, with the exact ratio and effective date to be set by the board within eighteen months and fractional shares rounded up. The meeting adopted extensive amendments to the memorandum and articles of association, including making annual general meetings optional, updating quorum rules tied to listed status, and replacing the governing documents with amended and restated versions.
Lichen International Limited has filed a Form F-3 shelf registration to offer up to $500,000,000 of Class A ordinary shares, share purchase contracts and units, warrants, debt securities, rights and units in one or more future offerings. The company’s Class A ordinary shares trade on Nasdaq under the symbol LICN, with a public float of 16,215,274 Class A shares held by non‑affiliates as of this prospectus.
Lichen is a Cayman Islands holding company whose operations are conducted through PRC subsidiaries providing financial and taxation solutions, education support, and software services, without a VIE structure. The filing highlights significant PRC legal, regulatory, cash‑transfer and HFCAA-related risks that could affect the value or tradability of its securities. Recent developments include a strategic shift toward IPO advisory and external equity investments, a $18,600,000 private placement of 15,500,000 Class A shares at $1.20 per share, and adoption of a 2025 equity incentive plan for up to 2,500,000 Class A shares.
Lichen International Limited filed a Form S-8 to register 2,500,000 Class A ordinary shares, par value US$0.008 per share, for issuance under its 2025 Equity Incentive Plan.
The registration also includes, pursuant to Rule 416(a), an indeterminate number of additional shares to prevent dilution from share splits, share dividends or similar transactions. The filing incorporates by reference the company’s future Exchange Act reports and lists standard indemnification provisions for directors and officers under Cayman Islands law.
Lichen International Limited reported that its Board of Directors approved and adopted a new 2025 Equity Incentive Plan, effective October 30, 2025. The plan is included as Exhibit 99.1 to the company’s Form 6-K.
The filing is an administrative update that adds the full text of the equity plan for reference. The report was signed by Chief Executive Officer Ya Li on November 7, 2025.