TOYO Co., Ltd is conducting a registered direct primary offering of 4,545,456 Ordinary Shares together with 4,545,456 Purchase Warrants (one warrant per share) at an offering price of $11.00 per Ordinary Share and accompanying Purchase Warrant. The Purchase Warrants have an exercise price of $13.20, are exercisable immediately and expire five years from issuance. Delivery is expected on or about June 25, 2026. Net proceeds are estimated at approximately $47.1 million after placement agent fees; proceeds are intended to fund construction of a 1.5 GW HJT solar cell facility in the Houston area and for general corporate purposes. The Purchase Warrants include a beneficial ownership exercise cap of 4.99% (or 9.99% if elected) and permit cashless exercise when registration is not available.
TOYO Co., Ltd. is accelerating its U.S. solar strategy with a planned 1.5 GW heterojunction (HJT) cell plant in the Houston area, a project sized at about $357 million and expected to create roughly 400 manufacturing jobs over a 20‑month build.
The company also signed two master supply agreements with major U.S. developers for around $185.6 million of cumulative solar module purchase orders. Operationally, unaudited Q1 2026 revenue reached $142.8 million with net income of $28.4 million, supported by a global manufacturing base of 6 GW cell capacity and 2 GW U.S. module capacity.
TOYO Co., Ltd reports a planned change in its finance leadership. The company and its current Chief Financial Officer, Raymond Chung, have discussed that he will resign as CFO and director in the third quarter of 2026. TOYO has identified Yasunari Harada as his expected successor, noting that he brings over 30 years of experience in banking, capital markets and investment management, including senior roles at global financial institutions and a public company. The company states that Mr. Chung’s proposed resignation is not due to any disagreement over operations, policies or practices, and that the transition aligns with TOYO’s long-term business plan and its expansion in the United States and broader capital markets activities. Mr. Harada’s appointment as CFO and director remains subject to approval by the board of directors.
TOYO Co., Ltd reported a sharp turnaround for the three months ended March 31, 2026, posting net income of $28.4 million after a net loss of $3.7 million a year earlier. Revenue rose to $142.8 million, driven mainly by solar cell and module sales, with most revenue coming from customers in the USA.
Operating cash flow was strong at $33.4 million and cash and restricted cash totaled $72.2 million, but the company still had a working capital deficit of $97.1 million and disclosed that this raises substantial doubt about its ability to continue as a going concern. Management is relying on contract liabilities of $133.4 million, bank credit lines and support from its principal shareholder to fund operations.
TOYO also corrected a prior figure, noting that net loss per share attributable to shareholders for the three months ended March 31, 2025 was $0.07 basic and diluted, instead of $0.10 previously disclosed in its earnings release.
TOYO Co., Ltd entered into a Sales Agreement with Roth Capital Partners and H.C. Wainwright that allows it to sell up to $30,000,000 of ordinary shares in an at-the-market program under its existing shelf registration. The agents will use reasonable best efforts to place the shares and will receive a 3.0% commission on gross proceeds, plus reimbursed expenses. TOYO plans to use any net proceeds for working capital and general corporate purposes, with sales made under its Form F-3 shelf and a prospectus supplement dated April 22, 2026.
TOYO Co., Ltd is registering $30,000,000 of ordinary shares for sale in an at-the-market (ATM) offering under a Sales Agreement with Roth Capital Partners and H.C. Wainwright. The Sales Agents will sell shares from time to time, using reasonable best efforts, and receive a 3.0% commission on gross proceeds.
This prospectus supplement sits on a shelf registration that permits up to $200,000,000 of securities. The offering may be made into the Nasdaq market (symbol TOYO) at prevailing market prices; settlement generally occurs the first business day after sale. Net proceeds, if any, are intended for working capital and general corporate purposes. The Sales Agreement allows daily placement limits, has no minimum sale requirement, and includes customary indemnification and expense reimbursement terms.
TOYO Co., Ltd executive Resch Rhone A., the Chief Strategy Officer, has filed an initial statement of ownership showing 100,008 unvested ordinary shares underlying restricted stock units (RSUs). Each RSU represents a contingent right to receive one ordinary share with a par value of $0.0001.
According to the employment agreement dated March 30, 2026, 8,334 RSUs vest in monthly installments, starting from March 2026. Vesting is conditioned on the executive’s continued employment and compliance with the terms of the employment agreement, so these shares will be earned gradually over time rather than all at once.
TOYO Co., Ltd reported record 2025 results with revenue of $427.4 million, a 142% increase over 2024. Growth was driven mainly by a roughly $241.6 million jump in solar cell sales and $7.6 million higher module sales as its 4 GW Ethiopia cell facility ramped to full capacity.
Cost of revenues rose to $331 million, but gross profit expanded to $96.3 million and gross margin improved from 12.4% to 22.5%, reflecting more sales to U.S. end customers at higher average selling prices. EBITDA reached $95.8 million, with non-GAAP Adjusted EBITDA of $110.8 million, up 228% from 2024.
Net income was $37.2 million versus $40.5 million a year earlier, while non-GAAP Adjusted Net Income increased sharply to $52.2 million from $6.0 million, mainly excluding share-based compensation and changes in fair value of earnout-related contingent consideration. Cash and restricted cash totaled $58.9 million at year-end 2025, up from $17.2 million, supporting TOYO’s vertically integrated, non-FEOC solar manufacturing expansion in the U.S., Ethiopia, and Vietnam.
TOYO Co., Ltd director and Chief Executive Officer Onozuka Takahiko filed an initial Form 3, which is a statement of beneficial ownership for insiders. The filing lists him as both a director and officer but shows no reported transactions or derivative positions in the disclosed data.
TOYO Co., Ltd has appointed solar industry veteran Rhone Resch as its new Chief Strategy Officer, a part-time, newly created role reporting directly to the CEO. He will lead key elements of TOYO’s global growth strategy, focusing on expanding U.S. market presence, manufacturing footprint, and partnerships across the solar value chain.
Resch brings more than 20 years of experience, including leading the Solar Energy Industries Association and founding multiple solar-focused companies and initiatives. TOYO entered into standard-form employment and indemnification agreements with him, and the appointment has been announced via a press release furnished as an exhibit.