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J and Friends Holdings Limited filed a Form F-3 shelf registration to offer up to $150 million of securities, including American Depositary Shares (each ADS representing 35 Class A ordinary shares), Class A ordinary shares, preferred shares, debt securities, warrants, subscription rights and units. The prospectus states ADSs trade on Nasdaq under the symbol JF and lists an ADS closing price of $1.08 and a public float of $11.9 million (based on April 24, 2026). The company discloses it divested its mainland China VIEs in 2025, consolidated ZIITECH after a 25.0% investment and now conducts substantially all operations in Australia. The filing highlights regulatory risks under the HFCAA and PCAOB inspection processes and reiterates that offering terms and proceeds treatment will be set in future prospectus supplements.
J and Friends Holdings Limited filed its annual report, detailing a major 2025 restructuring and ongoing losses as it pivots from China-focused financial solutions to a technology-driven merchant digitization and commerce‑enablement business.
The company divested all mainland China VIE operations in November 2025 and in September 2025 acquired a 25.0% stake in ZIITECH by issuing 83,726,789 Class A ordinary shares, representing about 13.0% of total ordinary shares as of December 31, 2025. Revenue from continuing operations in 2025 was US$1.6 million, and net loss was US$1.5 million, with net loss from continuing operations of US$0.7 million. Total current assets fell from US$12.9 million to US$1.8 million year over year, raising substantial doubt about the company’s ability to continue as a going concern. As of December 31, 2025, there were 599,465,862 Class A and 42,439,520 Class B ordinary shares outstanding, and 43.8% of 2025 continuing revenues came from the top five customers. The company does not plan to pay cash dividends in the foreseeable future.
J & Friends Holdings Ltd director and Chief Financial Officer YANG Xin YX filed an initial Form 3, which is a required ownership report for insiders. This filing lists no transactions, so it serves only as a starting record of insider status at the company.
J & Friends Holdings Ltd director Liu Hao filed an initial Form 3 to report beneficial ownership status in the company’s securities. The filing lists Liu Hao as a director and shows no insider buy, sell, exercise, gift, or other transactions reported in this statement.
J & Friends Holdings Ltd director Lin Sen has filed an initial statement of beneficial ownership on Form 3. This filing establishes his status as a director and indicates that no equity transactions, such as open‑market buys or sells, are reported in this submission.
J & Friends Holdings Ltd submitted a Form 3 identifying Shin Eun Jung as a director of the company. The data provided shows no reported purchases, sales, option exercises, gifts, tax withholdings, or other insider transactions, and no derivative positions listed in this filing extract.
J & Friends Holdings Ltd director Chen Dawei filed an initial Form 3, which is the first statement of beneficial ownership for insiders. The filing identifies Chen as a director of the company and reports his insider status, but does not list any transactions in the company’s securities.
J & Friends Holdings Ltd director and chairman Dong Jun filed an initial statement of beneficial ownership. Entities associated with him report holdings in both Class A and Class B Ordinary Shares, with no new purchases or sales disclosed.
He holds a vested share option over 1,560,000 Class A Ordinary Shares at an exercise price of $0.000125 per share, expiring on July 1, 2028. Flamel Enterprises Ltd, which he solely controls, holds 9,948,795 Class B Ordinary Shares. Additional Class B and Class A Ordinary Shares are held through Genius Hub Limited and related trust structures, which may give him voting and dispositive power, although he disclaims beneficial ownership except to the extent of his pecuniary interest.
J & Friends Holdings Ltd filed an initial ownership report for Chief Executive Officer and director Huang Zexiong. This Form 3 establishes his status as an insider of ticker JF but does not list any stock transactions. It is an administrative disclosure rather than a trading activity update.
Pintec Technology Holdings Limited has announced a corporate rebranding. Effective upon the commencement of trading on the Nasdaq Global Market on January 16, 2026 (U.S. Eastern Time), its American depositary shares will trade under the new company name “J and Friends Holdings Limited” with a new ticker symbol “JF”, replacing “PT.”
No action is required from shareholders in connection with the name and ticker changes, and the Company’s CUSIP number will remain the same. The Company states that these changes are not expected to have a material impact on its existing business operations or financial condition, but are intended to reflect a renewed focus on core values and long-term development strategy built around supporting the “journey” of its customers and partners.