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 September 2025
Commission
File Number: 001-41950
Ryde
Group Ltd
Duo
Tower, 3 Fraser Street, #08-21
Singapore
189352
+65-9665-3216
(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 ☐
Contents
On September
8, 2025, Ryde Group Ltd (the “Company”) entered into a securities purchase agreement (the “Purchase
Agreement”) with several investors (the “Investors”), pursuant to which the Company agreed to issue and
sell to the Investors, in a registered direct offering 6,422,000 Class A shares, par value US$0.0002 per Class A share (a “Common
Share”), of the Company, at an offering price of US$0.25 (the “Offering”). The Offering is expected
to close on or about September 10, 2025, subject to the satisfaction of customary closing conditions.
The
Common Shares described above are being offered and sold pursuant to a registration statement on Form F-3 (File No. 333-288587), which
was initially filed with the Securities and Exchange Commission (the “Commission”) on July 9, 2025 and
was declared effective by the Commission on September 2, 2025.
The
aggregate gross proceeds to the Company from the Offering, before deducting estimated expenses payable by the Company, will be approximately
US$1.6 million.
Attached
to this report on Form 6-K as Exhibit 99.2 is a copy of the Securities Purchase Agreement.
Attached
to this report on Form 6-K as Exhibit 99.1 is a copy of the press release of the Company dated September 10, 2025 titled “Ryde
Announces Pricing of US$1.6 Million Registered Direct Offering Priced At-the-Market- Under NYSE American Rules”.
EXHIBIT
INDEX
| Exhibit
No. |
|
Description |
| 5.1 |
|
Opinion of Harney Westwood & Riegels Singapore LLP regarding the validity of the securities being registered and certain Cayman Islands legal matters |
| 23.3 |
|
Consent of Harney Westwood & Riegels Singapore LLP (included in Exhibit 5.1) |
| 99.1 |
|
Press
release dated September 10, 2025 |
| 99.2 |
|
Form of Securities Purchase Agreement |
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.
| |
Ryde
Group Ltd |
| |
|
| Date:
September 10, 2025 |
By: |
/s/
Zou Junming Terence |
| |
Name: |
Zou
Junming Terence |
| |
Title: |
Chairman
of the Board of Directors and Chief Executive Officer |
