AsiaStrategy closes $10M 3% convertible notes, three-year term

AsiaStrategy closed the sale of its convertible notes and received gross proceeds of US$10 million.

Rhea-AI Filing Summary

AsiaStrategy closed the sale of its convertible notes and received gross proceeds of US$10 million. The notes carry a 3.0% annual interest rate, have a three‑year term, and are initially convertible at US$4.64 per share. The transaction closed on October 13, 2025 following agreements signed on August 15, 2025.

This financing provides cash to the company while giving investors the option to convert debt into ordinary shares at a set price. Conversion terms and the fixed rate outline clear economics for both funding cost and potential future share issuance.

Insights

Capital markets analyst

$10M convertible raise closes; low coupon and fixed conversion.

AsiaStrategy completed a convertible notes financing with US$10 million in proceeds, a 3.0% coupon, and a three-year maturity. The initial conversion price of US$4.64 per share sets a defined pathway for potential equity issuance if holders elect to convert.

The structure limits cash interest expense while preserving flexibility through equity-linked terms. Actual share issuance depends on investor conversion decisions and market conditions relative to the stated price.

Key reference points are the October 13, 2025 closing date, the three-year term, and the US$4.64 initial conversion price; subsequent disclosures may detail any conversions or adjustments.

FAQ

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

What financing did SORA complete?

The company closed a sale of convertible notes with US$10 million aggregate principal.

What are the key terms of AsiaStrategy’s convertible notes (SORA)?

They bear 3.0% annual interest, have a three-year term, and an initial conversion price of US$4.64 per share.

When did AsiaStrategy receive proceeds from the notes?

The sale closed on October 13, 2025, and the company received gross proceeds of US$10 million.

What is the ticker and prior name of AsiaStrategy?

Ticker: SORA. The company was formerly known as Top Win International Limited.

Are the notes immediately convertible and at what price?

They are convertible into ordinary shares at an initial price of US$4.64 per share.

What was the purchase price of the notes?

The notes were purchased at 100% of principal for an aggregate of US$10 million.

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

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Accepted by SEC EDGAR 10/14/2025 - 06:32 AM 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 October 2025

Commission File Number: 001-42572

AsiaStrategy

(Translation of registrant’s name into English)

33/F Sunshine Plaza
353 Lockhart Road, Wan Chai, Hong Kong
(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 Sale of Convertible Notes

On August 15, 2025, AsiaStrategy (formerly known as Top Win International Limited) (Nasdaq: SORA), a Cayman Islands exempted company (the “Company”), entered into certain securities purchase agreements (the “Securities Purchase Agreements”) with certain investors to issue convertible notes with an aggregate principal amount of US$10 million, at a purchase price of 100% of such principal, a term of three years, and an interest rate of 3.0% per annum (the “Notes”). Such Notes shall be convertible into the Company’s ordinary shares at an initial conversion price of US$4.64 per share. The form of the Securities Purchase Agreements, which includes the form of the Notes, was appended to the Company’s current report on Form 6-K dated August 15, 2025 as exhibit 99.1. The closing of the sale and purchase of such Notes was completed on October 13, 2025. Pursuant to such closing, the Company received gross proceeds of US$10 million.

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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.

Date: October 14, 2025	AsiaStrategy
	By:	/s/ Jason Kin Hoi Fang
	Name:	Jason Kin Hoi Fang
	Title:	Co-Chief Executive Officer and Director

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