Subsequent Events |
12 Months Ended |
|---|---|
Mar. 31, 2026 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | 15. Subsequent Events
On March 25, 2026, the Company entered into the Securities Purchase Agreement (the “Securities Purchase Agreement”), with certain non-U.S. investors (each a “Purchaser”) relating to the issuance and sale of 214,431,222 units (“Units”) of the Company, with each Unit consisting of (i) one Class A ordinary share of the Company, par value US$0.001 per share (“Class A Ordinary Share” and such shares, the “Shares”), and (ii) two warrants, each to purchase one Class A ordinary share of the Company (the “Warrants”), at a price per Unit of US$0.37308 (the “Offering”). On May 5, 2026, the Company entered into Supplement No. 1 (the “Supplement”) to the Securities Purchase Agreement.
Pursuant to the Supplement, the Company and the Purchasers have agreed that, in the event the Company effects a forward stock split, reverse stock split or share consolidation of its Class A Ordinary Shares at any time after the date of the Securities Purchase Agreement and prior to a closing with respect to any Purchaser whose purchase of securities has not yet been consummated, the number of Shares and the number of Warrants comprising each Unit to be issued to such Purchaser at such closing shall be proportionally adjusted to reflect the applicable stock split ratio. The aggregate subscription amount payable by each such Purchaser and the number of Units to be purchased shall remain unchanged. In addition, pursuant to the Supplement, the deadline for the final closing of the Offering has been extended from two (2) months from the date of the Securities Purchase Agreement to sixty (60) days from the date of the Supplement.
On May 27, 2026, the Company held an extraordinary general meeting of shareholders (the “Meeting”) to approve an increase of the Company’s authorized share capital from US$1,000,000 divided into 1,000,000,000 shares comprising of (i) 900,000,000 class A ordinary shares of a par value of US$0.001 each and (ii) 100,000,000 class B ordinary shares of a par value of US$0.001, to US$20,000,000.00 divided into 20,000,000,000 ordinary shares of a par value of US$0.001 each comprising (i) 18,000,000,000 class A ordinary shares of a par value of US$0.001 each (the “Class A Ordinary Shares”) and (ii) 2,000,000,000 class B ordinary shares of a par value of US$0.001 each (the “Class B Ordinary Shares”), by the creation of additional 17,100,000,000 Class A Ordinary Shares and 1,900,000,000 Class B Ordinary Shares, with immediate effect (the “Share Capital Increase”) and to authorize any director of the Company or the registered office provider of the Company to do all other acts and things as the board of directors of the Company (the “Board”) considers necessary or desirable in connection with the Share Capital Increase, including without limitation, notifying and attending to the necessary filings with the Registrar of Companies in the Cayman Islands. The Company’s third amended and restated memorandum and articles of association, which became effective immediately upon shareholder approval of the Share Capital Increase on May 27, 2026.
On June 19, 2026, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with certain investors (each, a “Purchaser”), pursuant to which the Company agreed to issue and sell to the Purchasers an aggregate of 6,441,012 Class A ordinary shares of the Company, par value US$0.001 per share (the “Class A Ordinary Shares”), at a purchase price of US$0.45645 per share, in a registered direct offering (the “Offering”), for aggregate gross proceeds to the Company of approximately US$2.9 million before deducting estimated offering expenses.
For the period from April 1, 2026 through the date of this report, the Company issued an aggregation of 18,207 ordinary shares to the three directors as compensation expenses.
For the period from April 1, 2026 through the date of this report, the Company, through Win100 Wealth, entered into eight promissory note agreements with third parties and raised gross proceeds of approximately $81 million. |