Welcome to our dedicated page for Perpetuals.com SEC filings (Ticker: PDC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Perpetuals.com Ltd (PDC) is a foreign issuer security, so its SEC record is centered on Form 6-K current reports and annual reports on Form 20-F rather than the standard domestic issuer filing pattern. These filings are important for understanding the company’s financial statements, shareholder approvals, governance actions, capital-structure changes, litigation disclosures, and material agreements.
PDC filings have documented shareholder meeting results, including approval of financial statements and a reduction of stated capital. The company has also filed 6-K reports covering a judicial settlement in litigation brought by certain shareholders, operating and financial results, and exhibits describing corporate developments. For a company with a fintech and market-infrastructure focus, these filings help connect product announcements with formal regulatory disclosure.
Perpetuals.com Ltd’s SEC materials also provide context for its business identity. Filings identify the company as formerly known as Earlyworks Co., Ltd., described as a Japanese provider of blockchain technology solutions. Later exhibits discuss UpsideOnly, the company’s trading and market prediction platform, and an agreement involving tokenized commodity assets for trading on the Perpetuals platform, targeting PM MTF Ltd.
Key filing topics for PDC include Form 6-K material-event reports, Form 20-F annual reporting, shareholder voting matters, capital-structure disclosure, governance matters, operating and financial results, material agreements, and foreign-issuer disclosures. These records are central for evaluating how Perpetuals.com Ltd reports its transition into AI-powered trading products, prediction markets, and regulated trading infrastructure.
Perpetuals.com Ltd (PDC) filed an amended Form 20-F to correct typographical errors but confirms a major strategic shift and significant financial strain. The company acquired Perpetual Markets Ltd. on January 20, 2026, rebranded to Perpetuals.com Ltd, and is repositioning from a legacy Japanese blockchain business to an AI-powered financial services and trading platform built around its UpsideOnly, BayesShield AI, Kronos X and tokenization businesses.
As of April 30, 2026, Perpetuals.com had cash of JPY132.8 million (US$0.8 million), a working capital deficit of JPY1,827.2 million (US$11.7 million), and net cash used in operating activities of JPY641.4 million (US$4.1 million). Management and the auditor state there is substantial doubt about the company’s ability to continue as a going concern, and the firm is relying on new revenue contracts and additional equity or debt financing.
The filing details significant shareholder dilution mechanics from the Perpetual Markets acquisition, including 53,051,000 Series P shares and additional ADS issuances, as well as approximately JPY710.6 million in contractual obligations. Perpetuals.com also discloses related-party funding from senior executives and several legal matters, including a settled shareholder lawsuit in Japan and other proceedings in the U.S., while stating it currently does not plan to pay dividends and will reinvest any earnings into growth.
Perpetuals.com Ltd (PDC) has called an extraordinary general meeting for October 6, 2026 in Tokyo to seek shareholder approval for several major items. The company proposes to amend its Articles of Incorporation to transition from a company with statutory auditors to a company with a nominating committee, etc., aligning its governance more closely with U.S.-style three-committee structures. Shareholders are asked to elect eight directors, appoint Seiryu Audit Corporation as accounting auditor, and approve two third-party share issuances: up to 7,650,000 ordinary shares to Alexander Capital L.P. via contribution of monetary claims, priced at not less than 80% of one-fifth of the ADS VWAP over 20 trading days with a floor of USD 1.50 per ADS, and up to 75,000 ordinary shares to Ashish Kapoor in exchange for consulting fee claims, priced at one-fifth of the ADR closing price on the relevant board-approval date.
Perpetuals.com Ltd (PDC) files its annual report as a transformed, AI‑driven financial services company following the January 20, 2026 acquisition of Perpetual Markets Ltd., which led to a rebranding and a focus on the UpsideOnly trading platform, BayesShield AI, the Kronos X infrastructure business, tokenization services, and the planned Barriers.com product.
The company reports a history of operating losses and its auditor includes a going‑concern explanatory paragraph. As of April 30, 2026, it held cash of about JPY 113.0 million and had a working capital deficit of about JPY 91.9 million, with JPY 748.9 million of net cash used in operating activities, indicating heavy cash burn and reliance on future financings and new revenue.
Recent capital raises include two 2025 private placement tranches with pre‑funded and ordinary warrants and a multi‑part consideration structure for the Perpetual Markets acquisition, including US$3.5 million upfront cash, up to US$11.5 million additional cash‑based consideration, and issuances of ADSs and 53,051,000 Series P preferred shares. The company discloses a July 2026 settlement of a shareholder lawsuit in Japan for JPY 20 million and notes other pending legal matters in the U.S. and at its Kephas subsidiary, alongside significant related‑party loans and guarantees from senior management.
Perpetuals.com Ltd received an amended Schedule 13G indicating that Aldersgate Capital Partners Ltd. and Jason Thomas Kelly Butcher no longer hold a reportable stake in its securities. The securities class is American Depositary Shares, each representing 5 Ordinary Shares, CUSIP 27030F202.
The reporting persons state they now beneficially own 0.00 shares of Common Stock, representing 0.0% of the class, with no sole or shared voting or dispositive power. This amendment is described as an exit filing, reflecting that each reporting person has ceased to be a beneficial owner of more than five percent of the outstanding shares. Aldersgate is organized in the Cayman Islands, and Mr. Butcher is a U.S. citizen.
Perpetuals.com Ltd has a significant shareholder group led by Strategic EP, LLC and Alexander Chase Deitch, who jointly report beneficial ownership of 3,771,485 Ordinary Shares, equal to 9.99% of the company’s Ordinary Shares outstanding as of June 30, 2026.
The position is held through 680,440 American Depositary Shares (ADSs), each representing five Ordinary Shares, plus Pre-Funded Warrants and Warrants. Because both warrant series are subject to a 9.99% beneficial ownership limitation, they may be exercised only up to an aggregate of 73,853 ADSs, representing 369,265 Ordinary Shares, without exceeding that cap. Deitch is deemed to beneficially own the same shares indirectly through Strategic.
Perpetuals.com Ltd reports the outcome of its Eighth Ordinary General Meeting of Shareholders held on July 24, 2026 in Tokyo. Shareholders approved Resolution One, which covers the financial statements for the company’s eighth fiscal year from May 1, 2025 to April 30, 2026.
A total of 8,369,647 votes, representing approximately 24.71% of the votes exercisable as of the April 30, 2026 record date, were present in person or by proxy. Resolution One received 8,325,667 votes for, 43,980 votes against, and 0 abstentions, resulting in formal approval of the financial statements.
Perpetuals.com Ltd reports that it has terminated a non-binding letter of intent for the potential acquisition of AI Financial Corporation’s subsidiary, Alt5 Sigma Canada, Inc. The company states it has decided not to further pursue this acquisition.
Perpetuals.com (Nasdaq: PDC) is described as a fintech business focused on AI-powered trading products and prediction markets, including its UpsideOnly platform and BayesShield AI system. The disclosure also notes that information may at times be shared via the company’s website and social media channels.
Perpetuals.com Ltd has signed a non-binding term sheet to explore a potential acquisition of AI Financial Corporation’s profitable subsidiary Alt5 Sigma Canada, Inc. The company is conducting due diligence and states that no decisions have been made while it evaluates the fit.
Perpetuals explains that it is assessing how this transaction could support its growth strategy and complement its AI-powered trading product roadmap. The company develops fintech products such as its UpsideOnly platform and BayesShield AI system, serving retail users across the United States, Europe, and Asia.
Perpetuals.com Ltd reported the results of its Extraordinary General Meeting of shareholders held on April 30, 2026 in Tokyo. Shareholders approved a resolution to reduce the company’s stated capital, referred to as Resolution One.
A total of 8,402,172 votes, representing approximately 36.81% of the votes exercisable as of the March 27, 2026 record date, were present in person or by proxy. Resolution One received 8,319,502 votes for, 81,540 votes against and 1,130 abstentions, meaning the capital reduction was approved by a large majority of participating shareholders.