STOCK TITAN

[6-K] Ohmyhome Ltd Current Report (Foreign Issuer)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Ohmyhome Limited has overhauled its business by exiting real estate brokerage and property-related services and shifting its focus to digital marketing. The company first entered a Debt Waiver Agreement, cancelling SGD 19,019,173.33 (about $14.73 million) owed by its subsidiary Ohmyhome (BVI) Limited.

It then signed a Share Purchase Agreement to sell all shares of Ohmyhome BVI, the holding company for its Singapore and Malaysia real estate operations, to Sterling Oat Ltd. for $1. The divested group had a negative net asset position of $14.77 million as of March 31, 2026 and ongoing operating losses. After closing on May 31, 2026, Ohmyhome now concentrates on digital marketing strategy, content creation, online advertising, multi-channel campaigns and performance monitoring.

Positive

  • The company fully exits a declining, loss-making real estate brokerage and property-related services segment, allowing management to focus on its digital marketing services business.
  • By selling a subsidiary with a negative $14.77 million net asset position, the group removes a significant balance sheet and earnings drag from its consolidated operations.

Negative

  • Ohmyhome waived and released SGD 19,019,173.33 (approximately $14.73 million) of intra-group debt owed by Ohmyhome (BVI) Limited, crystallizing a sizable write-off at the parent level.
  • The real estate brokerage and property-related services operations were sold for a nominal consideration of $1, underscoring the depth of losses and negative net asset position in that business.

Insights

Ohmyhome sheds a heavily loss-making unit and pivots to digital marketing.

Ohmyhome Limited cancelled intra-group debt of SGD 19.0 million owed by Ohmyhome (BVI) Limited, then sold all of that subsidiary’s shares for $1. The divested group had a negative net asset position of $14.77 million and declining revenues.

This sequence removes a substantial loss-making business from the consolidated structure, at the cost of writing off loans and assigned debt. The board framed both steps as strengthening the subsidiary’s position ahead of sale and aligning with a strategy to exit real estate brokerage.

Post-transaction, the company is focused on digital marketing services, such as campaign strategy and execution. Future disclosures in periodic reports will be important to see revenue, margin and cash flow trends from the remaining business and how they compare with the exited operations.

Debt waived SGD 19,019,173.33 (about $14.73M) Obligations of Ohmyhome (BVI) Limited under Debt Waiver Agreement
Assigned debt component SGD 16,225,131.03 Debt previously owed by Ohmyhome Singapore and assigned to Ohmyhome BVI
Interest-free loans component SGD 2,794,042.30 Loans provided directly by Ohmyhome Limited to Ohmyhome BVI
Sale price of Ohmyhome BVI $1 Consideration in Share Purchase Agreement with Sterling Oat Ltd.
Net asset position -$14.77 million Ohmyhome BVI as of March 31, 2026
Closing date of divestiture May 31, 2026 Completion of sale of Ohmyhome BVI shares
Debt Waiver Agreement financial
"entered into a debt waiver and release agreement (the “Debt Waiver Agreement”) with its wholly-owned subsidiary"
Share Purchase Agreement financial
"entered into a share purchase agreement (the “Share Purchase Agreement”) with Sterling Oat Ltd."
A share purchase agreement is a written contract that outlines the terms and conditions for buying and selling shares of a company. It specifies details like the price, number of shares, and any special conditions, ensuring both buyer and seller agree on the transaction. For investors, it provides clarity and legal protection, making sure the purchase is clear and enforceable.
Divestiture financial
"for a purchase price of $1 (the “Divestiture”)"
Divestiture is the process of selling or getting rid of a part of a company, such as a division or asset. It often happens when a business wants to focus on its core activities or improve its finances. For investors, divestitures can signal strategic shifts or influence the company's value, affecting investment decisions.
net asset position financial
"based on the net asset position of Ohmyhome BVI, which was negative $14.77 million"
digital marketing services financial
"will now focus on its digital marketing services, including digital marketing strategy development"
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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

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of June 2026

 

Commission File Number: 001-41647

 

OHMYHOME LIMITED

(Translation of registrant’s name into English)

 

243 Alexandra Road

#02-01 BS Centre

Singapore 159932

(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 ☐

 

 

 

 

 

 

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

 

Entry into Debt Waiver and Release Agreement

 

On May 31, 2026, Ohmyhome Limited (the “Company”) entered into a debt waiver and release agreement (the “Debt Waiver Agreement”) with its wholly-owned subsidiary, Ohmyhome (BVI) Limited (“Ohmyhome BVI”). Under the Debt Waiver Agreement, the Company irrevocably and unconditionally waived and released all obligations and liabilities owed by Ohmyhome BVI to the Company, totaling SGD 19,019,173.33 (approximately $14.73 million) (the “Debt Waiver”). This waived amount consisted of (i) SGD 16,225,131.03 of assigned debt previously owed by Ohmyhome Pte. Ltd. (“Ohmyhome Singapore”), a subsidiary of Ohmyhome BVI, to the Company, and (ii) SGD 2,794,042.30 in interest-free loans provided directly by the Company to Ohmyhome BVI.

 

The audit committee and the board of directors of the Company (the “Board”) determined that the Debt Waiver was in the best interests of the Company to strengthen Ohmyhome BVI’s financial position.

 

The foregoing description of the Debt Waiver Agreement does not purport to be complete and is qualified in its entirety by the full text of the Debt Waiver Agreement. A copy of the form of the Debt Waiver Agreement is attached hereto as Exhibit 10.1. 

 

Entry into Share Purchase Agreement

 

On June 17, 2026, the Company entered into a share purchase agreement (the “Share Purchase Agreement”) with Sterling Oat Ltd. (the “Buyer”), pursuant to which the Company agreed to sell all of its shares in Ohmyhome BVI to the Buyer for a purchase price of $1 (the “Divestiture”).

 

Ohmyhome BVI is the holding company of Ohmyhome Singapore and its subsidiaries, which are engaged in providing real estate brokerage and property-related services in Singapore and Malaysia. These services include property brokerage, property management, renovation and home improvement services, mortgage referrals, legal referrals and other ancillary property-related services. The Board approved the Divestiture after evaluating the declining revenues and ongoing operating losses of Ohmyhome BVI and its subsidiaries. The transaction aligns with the Company’s plan to exit its real estate brokerage and property-related services business and focus on expanding its digital marketing services business.

 

The purchase price of Divestiture was determined based on the net asset position of Ohmyhome BVI, which was negative $14.77 million as of March 31, 2026.

 

The Divestiture closed on May 31, 2026. Following the completion of the Divestiture, the Company is no longer engaged in the real estate brokerage and property-related services business, and will now focus on its digital marketing services, including digital marketing strategy development, promotional content creation, online advertising campaign execution, multi-channel marketing and performance monitoring.

 

The foregoing description of the Share Purchase Agreement does not purport to be complete and is qualified in its entirety by the full text of the Share Purchase Agreement. A copy of the form of the Share Purchase Agreement is attached hereto as Exhibit 10.2. 

 

Exhibits

 

Exhibit No.   Description
10.1   Form of Debt Waiver Agreement
10.2   Form of Share Purchase Agreement

 

1

 

 

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: June 18, 2026 Ohmyhome Limited
       
    By: /s/ Agus Prasetyo
    Name: Agus Prasetyo
    Title: Chief Executive Officer

 

2

Filing Exhibits & Attachments

2 documents