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 April 2026
Commission
File Number: 001-42734
Ten-League
International Holdings Limited
c/o
7 Tuas Avenue 2, Singapore 639447
(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 ☐
INFORMATION
CONTAINED IN THIS FORM 6-K REPORT
On
April 6, 2026, the board of directors of Ten-League International Holdings Limited, a Cayman Islands exempted company (the “Company”),
approved a reverse share split of the Company’s ordinary shares at a ratio of 1-for-10 (the “Reverse Share Split”),
such that (a) every ten (10) issued ordinary shares of a par value of $0.000025 each will be combined into one (1) issued ordinary share
of a par value of $0.00025 each and (b) any fractional shares will be rounded to the nearest whole share. As a result, the Company’s
authorized share capital will be adjusted to US$500,000 divided into 2,000,000,000 ordinary shares with a par value of US$0.00025 each.
The
Company’s ordinary shares expect to begin trading on a post-split basis on the Nasdaq Stock Market LLC on May 1, 2026, under the
current symbol “TLIH”. The new CUSIP number following the Reverse Share Split is G8763W201. A copy of the Company’s
Amended M&A is attached hereto as Exhibit 3.1.
On
April 29, 2026, the Company issued a press release announcing the Reverse Share Split. A copy of the press release is attached hereto
as Exhibit 99.1.
EXHIBIT
INDEX
| Exhibit
No. |
|
Description |
| 3.1 |
|
Amended and Restated Memorandum and Articles of Association. |
| 99.1 |
|
Press Release. |
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.
| |
Ten-League
International Holdings Limited |
| |
|
|
| Date:
April 29, 2026 |
By: |
/s/
Jison Lim |
| |
Name: |
Jison
Lim |
| |
Title: |
Director
and Chairman |
Exhibit
99.1
Ten-League
International Holdings Limited Announces 1-for-10 Reverse Share Split Effective May 1, 2026
SINGAPORE,
April 29, 2026 (GLOBE NEWSWIRE) – Ten-League International Holdings Limited (NASDAQ: TLIH) (“TLIH” or “we,”
“our,” or the “Company”), a Singapore-based provider of turnkey project solutions, today announced that on April
6, 2026, its board of directors approved a reverse split of its ordinary shares, par value US$0.000025 (the “Ordinary Shares”),
on a one-for-ten basis (the “Reverse Share Split”). The Company’s Ordinary Shares will begin trading on the Nasdaq
Stock Market LLC (“Nasdaq”) on a post-split basis on May 1, 2026 under the symbol “TLIH” under a new CUSIP number
– G8763W201.
As
a result of the Reverse Share Split, each ten (10) issued and outstanding Ordinary Shares will be combined into one (1) Ordinary Share,
automatically and without any action by shareholders. The Reverse Share Split will result in a proportional increase in par value from
US$0.000025 per share to US$0.00025 per share and an adjustment of the Company’s authorized share capital to 2,000,000,000 Ordinary
Shares with a par value of US$0.00025 each. After giving effect to the Reverse Share Split, the Company expects to have approximately
2,940,435 Ordinary Shares issued and outstanding. The Reverse Share Split is intended to increase the market price per share of the Company’s
Ordinary Shares to allow the Company to maintain its Nasdaq listing.
No
fractional shares will be issued as a result of the Reverse Share Split. Shareholders who would be entitled to a fractional share as
a result of the Reverse Share Split shall have their entitlement rounded up to the nearest whole share.
The
Reverse Share Split was approved by a vote of the Company’s shareholders at its extraordinary meeting of shareholders held on April
13, 2026.
The
Company’s transfer agent, VStock Transfer, LLC, will act as the exchange agent. Adjustments made to Ordinary Shares represented
by physical stock certificates can be made upon surrender of the certificate to the transfer agent. Please contact VStock Transfer, LLC
for further information at (212) 828-8436.
About
Ten-League International Holdings Limited
Ten-League
International Holdings Limited is a Singapore-based provider of turnkey project solutions. The Company’s business primarily consists
of sales of heavy equipment and parts, heavy equipment rental and provision of engineering consultancy services to port, construction,
civil engineering and underground foundation industries. The equipment is organized into four categories based on their functions and
application scenarios: foundation equipment, hoist equipment, excavation equipment and port machinery. The Company also provides value-added
engineering solutions under engineering consultancy services with the aim to address potential safety issues, enhance reliability and
productivity and allow for customers to evaluate the performance of the equipment, the quality of the work completed and the progress
of their projects. Ten-League’s mission is to provide high-quality equipment, value-added engineering solutions as well as maintenance
and repair through continuous adaptation and application of new technologies. For more information, please visit the Company’s
website: https://ir.ten-league.com.sg/.
Forward-Looking
Statements
This
press release contains forward-looking statements. In addition, from time to time, we or our representatives may make forward-looking
statements orally or in writing. We base these forward-looking statements on our expectations and projections about future events, which
we derive from the information currently available to us. Such forward-looking statements relate to future events or our future performance,
including: our financial performance and projections; our growth in revenue and earnings; and our business prospects and opportunities.
You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such
as “may,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,”
“believes,” “plans,” “projected,” “predicts,” “potential,” or “hopes”
or the negative of these or similar terms. In evaluating these forward-looking statements, you should consider various factors, including:
our ability to change the direction of the Company; our ability to keep pace with new technology and changing market needs; and the competitive
environment of our business. These and other factors may cause our actual results to differ materially from any forward-looking statement.
Forward-looking statements are only predictions. The forward-looking events discussed in this press release and other statements made
from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to
risks, uncertainties, and assumptions about us. We are not obligated to publicly update or revise any forward-looking statement, whether
as a result of uncertainties and assumptions, the forward-looking events discussed in this press release and other statements made from
time to time by us or our representatives might not occur.
For
more information, please contact:
Ten-League
International Holdings Limited
Investor
Relations Department
Email:
ir@ten-league.com.sg
Ascent
Investor Relations LLC
Tina
Xiao
Phone:
+1 646-932-7242
Email:
investors@ascent-ir.com
