STOCK TITAN

SKK Holdings (NASDAQ: SKK) completes USDT-funded $3.43M stock sale

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

SKK Holdings Limited (SKK) completed a registered direct offering of equity. The company entered into Securities Purchase Agreements with investors to sell an aggregate of 770,000 Class A Ordinary Shares at US$4.46 per share, using its effective Form F-3 shelf registration statement and an August 12, 2026 prospectus supplement. Closing occurred on August 17, 2026, with aggregate gross proceeds of US$3,434,200, based on the U.S. dollar value of Tether (USDT) received.

Investors paid in USDT, valued in U.S. dollars using Coinbase’s price as of August 11, 2026. SKK intends to hold the USDT and may convert some or all into U.S. dollars or other fiat currencies for working capital and general corporate purposes. After the offering, SKK had 2,875,332 Class A and 1,085,264 Class B Ordinary Shares issued and outstanding. Cayman counsel Conyers Dill & Pearman issued a validity opinion on the shares.

Positive

  • None.

Negative

  • None.
Shares Offered 770,000 Class A Ordinary Shares Aggregate number of Class A Ordinary Shares sold in the registered direct offering
Purchase Price per Share US$4.46 per share Agreed purchase price for each Class A Ordinary Share in the offering
Gross Proceeds US$3,434,200 Aggregate gross proceeds based on U.S. dollar value of USDT received
Class A Shares Outstanding 2,875,332 shares Total Class A Ordinary Shares issued and outstanding after the offering
Class B Shares Outstanding 1,085,264 shares Total Class B Ordinary Shares issued and outstanding after the offering
USDT Valuation Date August 11, 2026 Date of Coinbase price used to value USDT in U.S. dollars
registered direct offering financial
"agreed to purchase, in a registered direct offering (the “Offering”)"
A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.
shelf registration statement regulatory
"pursuant to the Company’s effective shelf registration statement on Form F-3"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
Tether (USDT) financial
"The Investors paid their respective purchase prices in Tether (“USDT”)."
prospectus supplement regulatory
"as supplemented by a prospectus supplement dated August 12, 2026"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
working capital and general corporate purposes financial
"convert all or a portion thereof into U.S. dollars or other fiat currency for working capital and general corporate purposes"

FAQ

What equity offering did SKK (SKK) complete in August 2026?

SKK completed a registered direct offering of 770,000 Class A Ordinary Shares at US$4.46 per share, under its Form F-3 shelf registration, closing on August 17, 2026.

How much capital did SKK (SKK) raise in this registered direct offering?

SKK received aggregate gross proceeds of US$3,434,200 from selling 770,000 Class A Ordinary Shares. This figure is based on the U.S. dollar value of USDT received in the transaction.

In what currency did investors pay SKK (SKK) for the new shares?

Investors paid their purchase prices in Tether (USDT). The USDT was valued in U.S. dollars using Coinbase’s price as of August 11, 2026 to determine the aggregate gross proceeds.

What are SKK (SKK)’s outstanding share counts after the offering?

After the offering, SKK had 2,875,332 Class A Ordinary Shares and 1,085,264 Class B Ordinary Shares issued and outstanding, reflecting the completion of the new share issuance.

How does SKK (SKK) plan to use the proceeds from the USDT received?

SKK intends to hold the USDT received and may convert all or a portion into U.S. dollars or other fiat currency for working capital and general corporate purposes.

Under which registration statements is this SKK (SKK) report incorporated by reference?

The report is incorporated by reference into SKK’s Form F-3 registration statement (File No. 333-295547) and Form S-8 registration statement (File No. 333-297943).

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

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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 OF

THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of August 2026

 

Commission File Number 001-42307

 

SKK Holdings Limited

 

(Exact name of registrant as specified in its charter)

 

Not Applicable

(Translation of Registrant’s Name into English)

 

27 First Lok Yang Road, Singapore   629735
(Address of principal executive offices)   (Zip Code)

 

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 ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

 

Yes ☐ No ☒

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

  

 

 

 
 

 

CONTENTS

 

Registered Direct Offering

 

On August 12, 2026 and August 13, 2026, SKK Holdings Limited (the “Company”) entered into certain Securities Purchase Agreements (the “Securities Purchase Agreements”) with certain investors (collectively, the “Investors”) named on the signature pages thereto, pursuant to which the Company agreed to issue and sell, and the Investors agreed to purchase, in a registered direct offering (the “Offering”), an aggregate of 770,000 Class A Ordinary Shares, par value US$0.0025 per share (the “Class A Ordinary Shares”), at a purchase price of US$4.46 per share.

 

The Class A Ordinary Shares were offered pursuant to the Company’s effective shelf registration statement on Form F-3 (File No. 333-295547), originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on May 5, 2026, as subsequently amended, and declared effective by the SEC on May 15, 2026, including the prospectus forming a part thereof, as supplemented by a prospectus supplement dated August 12, 2026, relating to the Offering.

 

The closing of the Offering occurred on August 17, 2026, in accordance with the terms and conditions set forth in the Securities Purchase Agreements. Upon the closing, the Company issued and sold an aggregate of 770,000 Class A Ordinary Shares and received aggregate gross proceeds of US$3,434,200 before deducting offering expenses, based on the U.S. dollar value of the USDT received in the Offering. The Investors paid their respective purchase prices in Tether (“USDT”). The USDT received in the Offering was valued in U.S. dollars using Coinbase and the price quoted as of August 11, 2026. The Company intends to hold such USDT and may convert all or a portion thereof into U.S. dollars or other fiat currency for working capital and general corporate purposes.

 

The Securities Purchase Agreements contain customary representations and warranties, covenants, closing conditions and termination rights.

 

The foregoing description of the Securities Purchase Agreements does not purport to be complete and is qualified in its entirety by reference to the form of Securities Purchase Agreement filed as Exhibit 10.1 to this report on Form 6-K and incorporated herein by reference.

 

After the closing of the Offering and completion of the issuance of the Class A Ordinary Shares, the Company had a total of 2,875,332 Class A Ordinary Shares issued and outstanding and a total of 1,085,264 Class B Ordinary Shares issued and outstanding.

 

Conyers Dill & Pearman, Cayman Islands counsel to the Company, delivered an opinion regarding the validity of the Class A Ordinary Shares issued and sold in the Offering, a copy of which is filed as Exhibit 5.1 to this report on Form 6-K.

 

Incorporation By Reference

 

This report is incorporated by reference into the Company’s Registration Statements on Form F-3 (File No. 333-295547) and Form S-8 (File No. 333-297943) filed with the SEC, to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

 

Exhibit Index

 

Exhibit
Number
  Exhibit Title
5.1   Opinion of Conyers, Dill & Pearman
10.1   Form of Securities Purchase Agreement by and between SKK Holdings Limited and the Investors
23.1   Consent of Conyers Dill & Pearman (included in Exhibit 5.1)

 

 
 

 

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.

 

  SKK Holdings Limited
     
Date: August 18, 2026 By /s/ Koon Kiat Sze
    Koon Kiat Sze
    Chief Executive Officer (Principal Executive Officer)

 

 

Filing Exhibits & Attachments

3 documents