Skycorp Solar Group (PN) adds $3.6M in second PIPE funding

Rhea-AI Filing Summary

Skycorp Solar Group Limited entered into securities purchase agreements for a second private investment in public equity (PIPE). Investors agreed to buy 1,685,000 Class A ordinary shares at approximately US$2.14 per share, raising about US$3.6 million.

The PIPE shares carry a six-month lock-up from the SPA date, during which investors cannot sell, transfer, pledge, or hedge them without the company’s consent. After closing, Skycorp Solar will have 13,900,025 ordinary shares outstanding, split between 7,744,775 Class A and 6,155,250 Class B shares. A related press release notes total recent PIPE funding of US$6.6 million.

Insights

Equity capital markets analyst

Skycorp Solar secures additional equity via a locked-up PIPE.

Skycorp Solar Group Limited arranged a second PIPE financing where investors subscribed for 1,685,000 Class A ordinary shares at about US$2.14 each, for roughly US$3.6 million. This follows prior funding, bringing total recent PIPE proceeds to US$6.6 million.

The six-month lock-up limits immediate resale of the new shares, which may temper short-term trading impact. Upon closing, total ordinary shares will be 13,900,025 across both classes. Actual effects on existing holders depend on dilution tolerance and how effectively the company deploys the new capital.

Key Figures

PIPE shares issued: 1,685,000 shares PIPE share price: US$2.14 per share Second PIPE proceeds: US$3.6 million +5 more

8 metrics

PIPE shares issued 1,685,000 shares Class A ordinary shares in May 2026 PIPE

PIPE share price US$2.14 per share Approximate price for Class A PIPE shares

Second PIPE proceeds US$3.6 million Amount for second private placement

Total recent PIPE funding US$6.6 million Aggregate of recent PIPE transactions

Total shares post-closing 13,900,025 shares Ordinary shares outstanding after PIPE closing

Post-closing Class A shares 7,744,775 shares Class A ordinary shares outstanding

Post-closing Class B shares 6,155,250 shares Class B ordinary shares outstanding

Par value per share US$0.002 Par value of each Class A ordinary share

Key Terms

securities purchase agreements, private investment in public equity, lock-up period, Class A ordinary shares, +2 more

6 terms

securities purchase agreements financial

"entered into a series of securities purchase agreements (the “SPAs”)"

A securities purchase agreement is a legal contract that spells out the terms when a company sells stocks, bonds, or other investment instruments to buyers. It lays out price, how many securities change hands, any promises or protections for each side, and when the sale is completed—like a detailed sales contract for investments. Investors care because it determines ownership stakes, potential dilution, rights attached to the securities, and conditions that affect the company’s future value.

private investment in public equity financial

"through a private investment in public equity (the “PIPE”)"

Private investment in public equity occurs when investors buy shares directly from a company that is publicly traded, often at an early stage or at a discount, instead of purchasing them on the open market. This allows investors to acquire a stake more quickly and with potentially better terms, which can influence the company's future growth and stability—making it an important option for those seeking to support or benefit from a company's development.

lock-up period financial

"The PIPE Shares are subject to a lock-up period of six months"

A lock-up period is a fixed time after a stock offering during which company insiders and early investors are legally barred from selling their shares. It matters because when that restriction expires a large block of previously locked-up shares can enter the market at once, potentially lowering the stock price or spiking trading volume—like opening a floodgate—so investors monitor these dates to anticipate price moves and manage risk.

Class A ordinary shares financial

"issue and sell an aggregate of 1,685,000 Class A ordinary shares"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

Class B Ordinary Shares financial

"including 7,744,775 Class A Ordinary Shares and 6,155,250 Class B Ordinary Shares"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

foreign private issuer regulatory

"REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

Form 6-K: How Foreign Companies Report to the SEC →

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 May 2026

Commission File Number: 001-42544

Skycorp Solar Group Limited

Room 303, Block B, No. 188 Jinghua Road, Yinzhou District

Ningbo City, Zhejiang Province, China 315048

+86 0574 87966876

(Address of principal executive offices)

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 ☐

Entry Into Material Definitive Agreements

On May 6, 2026, The Company entered into a series of securities purchase agreements (the “SPAs”) with certain entities named therein (each an “Investor,” and collectively, the “Investors”), pursuant to which the Investors agreed to subscribe, and the Company agreed to issue and sell an aggregate of 1,685,000 Class A ordinary shares, each with a par value of US$0.002 (the “PIPE Shares”) through a private investment in public equity (the “PIPE”), at a price of approximately US$2.14 per Class A Ordinary Share. The PIPE Shares are subject to a lock-up period of six months commencing on the date of SPAs, during which the Investors shall not sale, transfer, pledge, or hedging of PIPE Shares without the prior written consent of the Company. The closing of the PIPE is subject to the satisfaction of certain customary closing conditions as stipulated in the SPAs.

Immediately following the closing of the transactions contemplated by the SPAs, the Company will have 13,900,025 Ordinary Shares issued and outstanding, including 7,744,775 Class A Ordinary Shares and 6,155,250 Class B Ordinary Shares.

The foregoing summary of the SPAs is subject to, and qualified in its entirety by, such document. A copy of the form of the SPA is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

On May 6, 2026, the Company issued a press release announcing the entry into the foregoing transactions. A copy of the press release is also filed as Exhibit 99.1 to this Form 6-K and is incorporated herein by reference.

2

EXHIBIT INDEX

Exhibit No.		Description
10.1		Form of Securities Purchase Agreement
99.1		Skycorp Solar Group Limited Announces $3.6 Million Second Private Placement, Bringing Total Recent PIPE Funding to $6.6 Million

3

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.

	Skycorp Solar Group Limited
Date: May 6, 2026	By:	/s/ Weiqi Huang
	Name:	Weiqi Huang
	Title:	Chief Executive Officer, Chairman of the Board, Director

4

FAQ

What PIPE financing did Skycorp Solar Group (PN) announce in May 2026?

Skycorp Solar Group announced a second private investment in public equity where investors agreed to buy 1,685,000 Class A ordinary shares. The shares are priced at approximately US$2.14 each, providing about US$3.6 million in additional equity financing to the company.

How much total recent PIPE funding has Skycorp Solar Group (PN) raised?

The company reported that this is a US$3.6 million second private placement, bringing total recent PIPE funding to US$6.6 million. This indicates Skycorp Solar has conducted multiple PIPE transactions to strengthen its equity capital base over a relatively short period.

What are the lock-up terms for Skycorp Solar’s new PIPE shares?

The 1,685,000 Class A ordinary shares sold in the PIPE are subject to a six-month lock-up starting from the securities purchase agreements’ date. During this period, investors cannot sell, transfer, pledge, or hedge these PIPE shares without prior written consent from Skycorp Solar.

How many shares will Skycorp Solar Group (PN) have outstanding after the PIPE closes?

Immediately after closing the transactions under the securities purchase agreements, Skycorp Solar will have 13,900,025 ordinary shares outstanding. This consists of 7,744,775 Class A ordinary shares and 6,155,250 Class B ordinary shares issued by the company.

What agreements govern Skycorp Solar’s May 2026 PIPE transaction?

The May 2026 PIPE is governed by securities purchase agreements between Skycorp Solar Group and the participating investors. These agreements set the subscription terms, closing conditions, and six-month lock-up, and a form of the agreement is filed as Exhibit 10.1 to the Form 6-K.

Is the Skycorp Solar (PN) PIPE financing already closed?

The filing states that closing of the PIPE is subject to satisfaction of customary closing conditions set out in the securities purchase agreements. It also notes that the share counts described apply immediately following the closing of the transactions contemplated by those agreements.

Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 SECOND PRIVATE PLACEMENT 11.5 KB

Agreements & Contracts

• EX-10.1 SECURITIES PURCHASE AGREEMENT 57.9 KB