Singularity Future Technology Ltd. filings document the company's public-company reporting, capital structure and governance for its Nasdaq-listed common stock. Recent Form 8-K and proxy disclosures cover material agreements, private-placement units, warrant issuances, shareholder votes, director appointments and resignations, and Nasdaq continued-listing notices.
The filings also provide formal records for operating and financial results, capital-structure changes and shareholder authorization matters involving common stock and warrants. These disclosures frame the company's logistics and crypto-mining support business alongside reporting compliance, exchange-listing standards and board oversight matters.
Singularity Future Technology Ltd. (SGLY) reported fiscal 2026 revenue of $1,693,264, versus $1,813,193 in fiscal 2025, and a net loss of $5,910,631, versus $3,314,531. Net cash used in operations was $21,628,987, compared with $2,692,682. One customer generated 100% of revenue.
At June 30, 2026, cash was $57,275 and restricted cash was $2,093,955; unsecured agricultural-commodity supplier advances were $19,248,432. The company collected approximately $19.2 million in supplier refunds during September. Four post-year-end equity financings generated approximately $38.8 million in gross proceeds; the company said it had more than sufficient resources for the 12 months following financial statement issuance.
For fiscal 2026, SGLY recorded $3.8 million in settlement expense and liability toward a $5.8 million aggregate cash settlement in a securities class action, including $2 million previously placed in escrow; the settlement remained subject to final court approval. In August 2026, it entered a non-binding framework agreement with Florence Development LLC to evaluate a potential AI-computing and data-center platform on an approximately 900-acre site in South Carolina.
Singularity Future Technology Ltd. (SGLY) notified the SEC that it expects to file its Annual Report on Form 10-K for the year ended June 30, 2026, no later than the fifteenth calendar day following the prescribed filing date of September 28, 2026. The company said it could not file by that date without unreasonable effort or expense because it needed more time to finalize its financial statements and other disclosures.
Singularity Future Technology Ltd. (SGLY) received an amended Schedule 13G/A reporting that Orca Capital beneficially owns 265,059 shares of its common stock. This represents 4.9% of the outstanding common shares, based on 5,403,788 shares outstanding as referenced from a recent definitive proxy statement.
Orca Capital reports sole voting and dispositive power over all 265,059 shares and no shared power with other parties. The filing also confirms that Orca Capital’s position is at or below the 5% ownership threshold for this class of securities.
Singularity Future Technology Ltd. (SGLY) is asking stockholders at a 2026 special meeting to approve multiple financing and capital-structure actions, including an August 2026 private placement of 21,520,803 shares at $1.394 per share for approximately $30 million, and related Nasdaq Listing Rule 5635(d) approvals.
Stockholders are also asked to approve issuance of 6,897,636 Amended Warrants with a token exercise price of $0.001 per share, a corporate name change to “Compower Ltd.,” and a discretionary reverse stock split at ratios between 1-for-5 and 1-for-20, which would reduce the current 5,403,788 outstanding shares proportionately while rounding up fractional shares.
Further proposals seek to ratify a prior amendment increasing authorized common stock to 50,000,000,000 shares and to pre-approve one future financing issuance of up to 250,000,000 shares with up to $100 million in aggregate commitment, potentially at a discount down to 80% of the Nasdaq “Minimum Price,” subject to a floor price and ownership caps to avoid a change of control.
Singularity Future Technology Ltd. (SGLY) is calling a September 22, 2026 special meeting to approve several capital actions, including a large private placement, amended warrants, a corporate name change to Compower Ltd., and a potential reverse stock split.
Shareholders are asked to ratify an August 12, 2026 securities purchase agreement under which the company agreed to sell 21,520,803 common shares at $1.394 per share for gross proceeds of about $30 million to non‑U.S. investors, to fund construction and development of an artificial intelligence computing and supercomputing center. They are also asked to approve issuance of 6,897,636 amended warrants, each exercisable for one share of common stock at $0.001 per share for five years, plus the underlying shares.
The proxy seeks authority to change the corporate name and to let the board implement, at its discretion within one year, a reverse stock split of common stock at one of three ratios: 1‑for‑5, 1‑for‑10, or 1‑for‑20, with fractional shares rounded up. As of the August 26, 2026 record date, 5,403,788 common shares were outstanding. Illustratively, outstanding shares would decline to roughly 1,080,758, 540,379, or 270,190 under the respective ratios, while authorized common shares would remain at 50,000,000,000. The company states the reverse split is intended to help regain compliance with Nasdaq’s $1.00 minimum bid price rule and potentially improve marketability.
Singularity Future Technology Ltd. (SGLY) is reported to have a significant shareholder, Orca Capital, which beneficially owns 340,000 shares of common stock. Based on 3,581,289 shares outstanding immediately after the company’s registered offering, Orca Capital’s holdings represent 9.5% of the common stock.
Orca Capital has sole voting and dispositive power over all 340,000 shares, with no shared power. The ownership calculation excludes 260,000 shares issuable upon exercise of pre-funded warrants, which are subject to a 4.99% Beneficial Ownership Limitation that prevents Orca Capital from exercising the warrants to exceed 4.99% ownership.
Singularity Future Technology Ltd. (SGLY) entered into two registered direct offerings of common stock and pre-funded warrants to raise new capital. In the first offering, the company agreed to sell 340,000 shares of common stock at $3.00 per share and pre-funded warrants to purchase 260,000 shares at $2.999 per warrant, with an exercise price of $0.001 per share, for gross proceeds of approximately $1.8 million before fees and expenses.
In the second offering, the company agreed to sell 451,250 shares of common stock at $3.20 per share and pre-funded warrants to purchase up to 1,111,250 shares at $3.199 per warrant, with a $0.001 exercise price, for gross proceeds of approximately $5.0 million. Net proceeds from the first offering are intended for working capital and general corporate purposes, while net proceeds from the second offering are intended for the planned data center business, working capital and general corporate purposes. Directors and officers entered into 90-day lock-up agreements, and the company agreed to certain 30-day restrictions on new issuances and registrations. Univest Securities LLC acted as exclusive placement agent, earning a 7% fee on gross proceeds and reimbursement of specified expenses, with a six-month right of first refusal.
Singularity Future Technology Ltd. (SGLY) is conducting a shelf takedown registered direct offering of 451,250 shares of common stock and 1,111,250 pre-funded warrants to purchase up to 1,111,250 shares, for aggregate gross proceeds of up to $5,000,000, assuming full exercise of the pre-funded warrants. The common stock is priced at $3.20 per share and each pre-funded warrant at $3.199 with a $0.001 exercise price, and warrants are exercisable immediately with no expiration until fully exercised. After 7.0% placement fees and expenses, Singularity expects net proceeds of about $4.5 million, to be used for its planned data center business, working capital and other general corporate purposes.
Shares outstanding will rise from 3,731,289 to about 5,293,789 if all pre-funded warrants are exercised. This offering follows several recent financings that, on a pro forma basis as of March 31, 2026, increased cash to over $36.7 million and total equity to about $44.6 million. Singularity also discloses an amended class action settlement totaling $5.8 million and an SEC order requiring internal control remediation, including a paid $350,000 civil penalty and a potential additional $1,000,000 penalty if undertakings are not met by year-end 2026.
Singularity Future Technology Ltd. (SGLY) is conducting a primary offering of 340,000 shares of common stock and 260,000 pre-funded warrants to purchase up to 260,000 shares, at a combined offering price of $3.00 per share or pre-funded warrant, for $1,800,000 in gross proceeds, assuming full warrant exercise. Univest Securities, LLC acts as exclusive placement agent and will receive a 7.0% cash fee.
Net proceeds are estimated at about $1.6 million, which the company plans to use for working capital and general corporate purposes. The pre-funded warrants are immediately exercisable at an exercise price of $0.001 per share and do not expire prior to exercise, with a 4.99% (up to 9.99%) beneficial ownership limitation.
Public float was approximately $27.7 million, based on 3,241,289 non-affiliate shares at $8.55 per share, and this takedown is made under the company’s $200 million shelf registration, of which about $197 million remained available. After this and recent private placements, pro forma net tangible book value as of March 31, 2026 would be about $41.6 million, or $10.84 per share, implying dilution to existing holders but an increase in book value for new investors at the offering price.
Singularity Future Technology Ltd. (SGLY) describes an amendment to a previously agreed private securities purchase transaction with eighteen non‑U.S. investors. The original June 19, 2025 agreement covered 2,299,212 post‑reverse‑split units, each consisting of one common share and three warrants, for approximately $30 million in gross proceeds under Regulation S.
On August 12, 2026, the company and the investors agreed that the warrants will be replaced by Amended and Restated Warrants, each exercisable for one common share at an exercise price of $0.001, with issuance expressly subject to shareholder approval. On the same date the company issued 2,299,212 common shares to the investors under Regulation S; the amended warrants will only be issued if the requisite shareholder approval is obtained.