Webuy Global SEC Filings

WEBUY GLOBAL LTD filed a prospectus registering up to 50,200,000 Class A Ordinary Shares for resale by selling shareholder Dogwood Partners. The registered shares consist of up to 50,000,000 issuable under an Ordinary Share Purchase Agreement and 200,000 Commitment Shares. The company states it will not receive proceeds from resales but may receive up to $20,000,000 of aggregate gross proceeds if it elects to sell shares to Dogwood under the agreement after the Commencement. The Ordinary Share Purchase Agreement includes VWAP-based purchase mechanics, a 4.99% beneficial ownership limit, per-trade caps (the lesser of $500,000 and 35% of 5-day average daily volume), and 120-day leak-out restrictions on the Commitment Shares. The prospectus reports 5,202,808 Class A Ordinary Shares outstanding as of May 6, 2026 and a last reported sale price of $1.19 on May 15, 2026.

WEBUY GLOBAL LTD filed a Form F-3 prospectus to register for resale up to 1,139,472 Class A Ordinary Shares held by a single selling shareholder, Zheng Mingjie, that were issued in a private placement closed March 24, 2026. The company states it will receive no proceeds from resales and the shares may be sold from time to time at prevailing market or negotiated prices pursuant to the prospectus' Plan of Distribution. The prospectus notes 5,202,808 Class A Ordinary Shares outstanding as of the prospectus date and discloses a last reported Nasdaq sale price of $1.19 per share (May 13, 2026). The filing also summarizes recent capital raises, an Equity Line of Credit up to $20,000,000, a $1.0M PIPE that issued the registered shares, Nasdaq compliance history, governance classification as a foreign private issuer and emerging growth company, and customary risk and tax disclosures.

WeBuy Global Ltd filed Amendment No. 1 to its Form 20-F for the year ended December 31, 2025. The amendment is narrow in scope and only updates information in Item 16G – Corporate Governance, primarily to clarify the company’s use of Cayman Islands home country practices under Nasdaq Listing Rule 5615(a)(3).

The company notes it remains listed on the Nasdaq Capital Market and is treated as a foreign private issuer. The amendment does not update other disclosures or reflect events after the original filing. It also includes new CEO and CFO certifications as required under Exchange Act Rule 13a-14(a) and related rules.

WEBUY GLOBAL LTD registers up to 50,200,000 Class A Ordinary Shares for resale by Dogwood Partners, including 50,000,000 shares available under an ordinary share purchase agreement and 200,000 Commitment Shares.

The company will not receive proceeds from resale by Dogwood, though it may receive up to $20,000,000 if it elects to sell shares to Dogwood under the Ordinary Share Purchase Agreement. Issuances to Dogwood are subject to a 4.99% beneficial ownership limitation and time-based leak-out restrictions on the Commitment Shares.

WEBUY GLOBAL LTD has resolved its prior Nasdaq listing deficiency related to minimum stockholders’ equity. Nasdaq notified the company on May 6, 2026 that it now complies with the $2,500,000 minimum stockholders’ equity requirement for the Nasdaq Capital Market.

This decision is based on the company’s Form 20-F for the year ended December 31, 2025, which shows stockholders’ equity of $3,291,706. With this confirmation, Nasdaq has closed the matter and the company’s class A ordinary shares remain in compliance with the applicable listing rule.

WEBUY GLOBAL LTD, a Cayman Islands holding company, reports its annual disclosure as it completes a major shift from community e‑commerce into a technology-enabled travel services business across Singapore, Indonesia, Malaysia and China-linked corridors. Operations now run through three brands: WeTrip for inbound China and regional travel, Webuy Travel for outbound Southeast Asian customers, and Altitude for premium advisory-based trips.

The company highlights heavy reliance on AI tools, third‑party software, digital marketing and community-based acquisition, as well as early-stage initiatives like its Golden Circle loyalty program and an AI Tour Guide Device. It discloses significant risks including intense competition, regulatory complexity, foreign exchange exposure, dependence on key management, substantial share-based compensation, indebtedness, possible PFIC classification, and challenges enforcing investor rights across jurisdictions.

WEBUY also notes prior Nasdaq bid-price issues and current noncompliance with Nasdaq’s minimum stockholders’ equity requirement, after reporting stockholders’ equity of $364,854 versus the $2.5 million threshold, and outlines debt-to-equity conversions, a debt settlement via equity swap, and a private placement intended to improve its capital position and support continued listing.

Webuy Global Ltd approved new equity arrangements with CEO Bin Xue for 2026. The company granted him 300,000 Class A ordinary shares at US$1.17 per share, representing US$351,000 in supplemental compensation, vesting immediately but subject to a 12‑month lock-up.

Separately, Mr. Xue agreed to purchase 100,000 Class B ordinary shares at US$1.17 per share for a total of US$117,000 in a Regulation S private placement. Each Class B share carries ten votes, is convertible into one Class A share, is not exchange-listed, and has no dividend entitlement. The board and compensation committee treated these as related-party deals and concluded they are fair and in the best interests of shareholders.

WEBUY GLOBAL LTD completed a private share placement to a single investor, raising US$1,000,000 in equity financing. The deal priced new Class A ordinary shares at $0.8776 per share, equal to 90% of the average Nasdaq closing price over five trading days before closing.

The company issued 1,139,472 new Class A ordinary shares, which represented 23.24% of its issued and outstanding Class A ordinary shares as of this report. Following the transaction, WEBUY GLOBAL LTD had 4,902,828 Class A ordinary shares outstanding. The PIPE shares were issued in a private placement under exemptions from U.S. registration.

WEBUY GLOBAL LTD has entered into an equity line of credit with an institutional investor, giving the company the right to sell up to $20,000,000 of Class A ordinary shares over time. Sales can only begin after an SEC registration statement for resale is declared effective.

After that date, the company may direct periodic “VWAP Purchases,” each capped at the lesser of $500,000 or 35% of recent trading volume, at a discount price subject to a $0.40 floor and a 4.99% beneficial ownership limit. The company reserved 20,000,000 Class A shares for these draws and will issue 200,000 fully earned commitment shares and pay $25,000 of expense reimbursement to the investor. Related registration rights require timely filing and effectiveness of resale registration statements and include leak-out restrictions on commitment share sales.