Republic Power Group raises US$14,562,000 in stock sale

Republic Power Group Limited completed a registered offering of 15,000,000 Class A ordinary shares at an offering price of $1.00 per share, pursuant to a securities purchase agreement with certain investors.

Rhea-AI Filing Summary

Republic Power Group Limited completed a registered offering of 15,000,000 Class A ordinary shares at an offering price of $1.00 per share, pursuant to a securities purchase agreement with certain investors. The transaction closed on August 4, 2026 after the satisfaction or waiver of all closing conditions and the release of subscription funds from escrow.

The Class A ordinary shares were sold under an effective Form F-1 registration statement, and the company received net proceeds of approximately US$14,562,000. It currently intends to use these funds for research and development, business expansion and commercialization, recruitment of talented professionals, general corporate purposes, and potential future acquisitions and growth opportunities.

Key Figures

Shares offered: 15,000,000 Class A ordinary shares Offering price: $1.00 per share Net proceeds: US$14,562,000 +1 more

4 metrics

Shares offered 15,000,000 Class A ordinary shares Number of Class A ordinary shares sold in the offering

Offering price $1.00 per share Offering price for each Class A ordinary share

Net proceeds US$14,562,000 Approximate net proceeds the company received from the offering

Par value $0.5 per share Par value of each Class A ordinary share issued

Key Terms

securities purchase agreement, Escrow Account, Registration Statement on Form F-1, Rule 424(b)

4 terms

securities purchase agreement financial

"entered into a certain securities purchase agreement (the “SPA”), with certain investors"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

Escrow Account financial

"All subscription funds were wired directly by investors into the Escrow Account"

An escrow account is a neutral holding account run by an independent third party where cash, shares, or documents are kept until specific contract conditions are met — like a referee holding the ball until both teams agree the play is fair. Investors care because escrows reduce counterparty risk in deals (mergers, stock purchases, property transactions), ensuring payments or assets are released only when agreed terms are satisfied.

Registration Statement on Form F-1 regulatory

"The Shares are sold pursuant to a registration statement on Form F-1"

A registration statement on Form F-1 is a legal document companies file with regulators to offer their shares to investors in a foreign country or market. It provides essential information about the company's business, finances, and risks, helping investors make informed decisions about whether to buy its stock. This process ensures transparency and protects investors by making company details publicly available before trading begins.

Rule 424(b) regulatory

"A final prospectus dated August 3, 2026 was filed pursuant to Rule 424(b)"

Rule 424(b) is a U.S. Securities and Exchange Commission requirement that companies file the exact prospectus or prospectus supplement they use to sell securities after a registration statement becomes effective. Think of it as the official posting of the final sales brochure so investors can see the precise terms, risks and use of proceeds; it matters because it ensures transparency, helps investors compare offerings and confirms the issuer complied with disclosure rules.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity transaction did Republic Power Group (RPGL) complete in August 2026?

Republic Power Group completed a registered offering of 15,000,000 Class A ordinary shares at $1.00 per share. The deal closed on August 4, 2026 after closing conditions in the securities purchase agreement were met and escrowed funds were released.

How much capital did Republic Power Group (RPGL) raise from this share offering?

The company received net proceeds of approximately US$14,562,000 from the offering. Investors wired subscription funds into an escrow account, which were released once the escrow agent confirmed that all conditions specified in the securities purchase agreement had been satisfied or waived.

What were the terms of the Class A shares issued by Republic Power Group (RPGL)?

Republic Power Group issued 15,000,000 Class A ordinary shares, each with a par value of $0.5, at an offering price of $1.00 per share. These Class A ordinary shares were sold to certain investors under a securities purchase agreement dated August 3, 2026.

Under which registration statement were RPGL’s new shares sold?

The Class A ordinary shares were sold pursuant to a Form F-1 registration statement, File No. 333-297641. This registration statement was filed on July 23, 2026 and was declared effective by the U.S. Securities and Exchange Commission on July 27, 2026.

How does Republic Power Group (RPGL) plan to use the net proceeds from the offering?

The company intends to use the approximately US$14,562,000 in net proceeds for research and development, business expansion and commercialization, recruitment of professionals, general corporate purposes, and potential future acquisitions and growth opportunities, consistent with the use of proceeds described in its Form F-1 registration statement.

What role did the Escrow Agreement play in Republic Power Group’s (RPGL) offering?

Investors’ subscription funds were wired into an Escrow Account under an agreement with Justin Chow & de Bedin Solicitors as escrow agent. Funds were released only after written instruction from an authorized officer and confirmation that closing conditions in the securities purchase agreement were met.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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

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Available on EDGAR 08/05/2026 - 04:15 PM Accepted by SEC EDGAR 08/05/2026 - 04:15 PM Learn about SEC filing dates

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 August 2026

Commission File Number: 001-42903

Republic Power Group Limited

(Translation of registrant’s name into English)

#04-09 Techplace II, 5008 Ang Mo Kio Ave 5

Singapore, 569874

(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 ☐

Closing of a Material Transaction

On August 3, 2026, Republic Power Group Limited (the “Company”) entered into a certain securities purchase agreement (the “SPA”), with certain investors for an offering (the “Offering”) of 15,000,000 Class A ordinary shares (the “Shares”) of the Company, par value $0.5 each (the “Class A Ordinary Shares”), at an offering price of $1.00 per share.

On July 23, 2026, the Company entered into an escrow account agreement (“Escrow Agreement”), with Justin Chow & de Bedin Solicitors, acting solely in its capacity as escrow agent (the “Escrow Agent”). All subscription funds were wired directly by investors into the Escrow Account, which was released upon receipt of written instruction signed by an authorized officer of the Company and confirmation by the Escrow Agent that the applicable closing conditions described in the SPA have been satisfied or waived.

The Offering was closed on August 4, 2026, upon satisfaction of all closing conditions as set forth in the SPA. The Shares are sold pursuant to a registration statement on Form F-1 (File No. 333-297641, the “Registration Statement”), filed with the U.S. Securities and Exchange Commission (the “Commission”) on July 23, 2026, which was declared effective by the Commission on July 27, 2026. A final prospectus dated August 3, 2026 relating to this Offering was filed with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended.

The Company received net proceeds of approximately US$14,562,000 from the Offering. The Company currently intends to use the net proceeds from the Offering for research and development, business expansion and commercialization, recruitment of talented professionals, and general corporate purposes and possible future acquisitions and growth opportunities, as disclosed in the Registration Statement.

Copies of the form of the SPA and the Escrow Agreement, are attached hereto as Exhibits 10.1 and 10.2, and are incorporated herein by reference. The foregoing summary of the terms of the SPA and the Escrow Agreement are subject to and qualified in their entirety by such documents.

Exhibits

Exhibit No.		Description
10.1		The Form of SPA
10.2		The Escrow Agreement, dated July 23, 2026

1

SIGNATURE

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 hereunto duly authorized.

	Republic Power Group Limited
	By:	/s/ Ziyang Long
		Ziyang Long
		Chief Executive Officer

Date: August 5, 2026

2

Filing Exhibits & Attachments

2 documents

Agreements & Contracts

• EX-10.1 THE FORM OF SPA 196.8 KB
• EX-10.2 THE ESCROW AGREEMENT, DATED JULY 23, 2026 25.0 KB