Dreamland Limited (TDIC) sets 1-for-5 reverse stock split and cuts authorized shares

Rhea-AI Filing Summary

Dreamland Limited plans to implement a 1-for-5 reverse stock split of its ordinary shares, as approved by a majority of shareholders at an extraordinary meeting on March 31, 2026. The company expects the split to become effective on April 20, 2026, with trading beginning on a split-adjusted basis that day, subject to Nasdaq Operations notice requirements.

Issued and outstanding share capital is 37,000,000 ordinary shares before the split and is expected to become 7,400,000 ordinary shares after it. Authorized share capital will be reduced from 10,000,000,000 to 2,000,000,000 shares, with par value per share changing from US$0.00001 to US$0.00005, maintaining separate Class A and Class B structures. Fractional shares will be rounded up to the nearest whole share, and no other material changes to the securities’ terms are anticipated.

Insights

Equity Structure Analyst

Dreamland restructures share base with a 1-for-5 reverse split.

Dreamland Limited is consolidating its share capital through a 1-for-5 reverse stock split, shrinking issued shares from 37,000,000 to 7,400,000. This is paired with a proportional reduction of authorized shares and an increase in par value per share.

The structure of Class A and Class B Ordinary Shares, including their voting rights, remains in place, with counts adjusted to 1,900,000,000 and 100,000,000 authorized shares respectively. The company states that no other material changes to the terms of its securities are anticipated.

Fractional shares from the split will be rounded up to the nearest whole share, slightly favoring very small positions. The effective date is expected on April 20, 2026, subject to Nasdaq Operations notice requirements, when trading will begin on a split-adjusted basis.

Key Figures

Reverse split ratio: 1-for-5 Pre-split issued shares: 37,000,000 ordinary shares Post-split issued shares: 7,400,000 ordinary shares +5 more

8 metrics

Reverse split ratio 1-for-5 Share consolidation ratio approved at March 31, 2026 extraordinary meeting

Pre-split issued shares 37,000,000 ordinary shares Issued and outstanding as of the date of the report before effectiveness

Post-split issued shares 7,400,000 ordinary shares Expected issued and outstanding after reverse stock split effectiveness

Pre-split authorized shares 10,000,000,000 shares Authorized share capital at US$0.00001 par value per share

Post-split authorized shares 2,000,000,000 shares Authorized share capital at US$0.00005 par value per share

Authorized Class A shares after change 1,900,000,000 Class A shares Authorized at US$0.00005 par value with 1 vote per share

Authorized Class B shares after change 100,000,000 Class B shares Authorized at US$0.00005 par value with 12 votes per share

Effective date of split April 20, 2026 Expected effective date, subject to Nasdaq Operations notice requirements

Key Terms

reverse stock split, authorized share capital, Class A Ordinary Shares, Class B Ordinary Shares, +2 more

6 terms

reverse stock split financial

"announced that it expects to implement a 1-for-5 reverse stock split"

A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.

authorized share capital financial

"to reduce the authorized share capital of the Company from US$100,000 divided into 10,000,000,000 shares"

The maximum number of shares a company is legally allowed to issue according to its governing documents. Think of it as the size of the blank checkbook a company keeps for selling ownership stakes: it sets an upper limit but does not mean all shares are in circulation. Investors care because a larger authorized amount makes it easier for the company to raise money or grant stock-based pay, which can dilute existing holdings and affect control and value per share.

Class A Ordinary Shares financial

"9,500,000,000 Class A Ordinary Shares with a par value of US$0.00001 each with 1 vote per share"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

Class B Ordinary Shares financial

"500,000,000 Class B Ordinary Shares with a par value of US$0.00001 each with 12 votes per share"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

extraordinary meeting of shareholders regulatory

"approved and authorized by a majority of the shareholders of at an extraordinary meeting of shareholders held on March 31, 2026"

Registry of Companies of the Cayman Islands regulatory

"filed an excerpt of the minutes ... with the Registry of Companies of the Cayman Islands on April 2, 2026"

Form 6-K: How Foreign Companies Report to the SEC →

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: 001-42762

Dreamland Limited

(Exact name of registrant as specified in its charter)

Office No. 5, 17/F., PeakCastle

No. 476 Castle Peak Road, Cheung Sha Wan

Kowloon, Hong Kong

(Address of principal executive offices)

Indicate by check mark whether the registrant file or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F	☒
Form 40-F	☐

On April 13, 2026, Dreamland Limited (the “Company”) announced that it expects to implement a 1-for-5 reverse stock split (the “Reverse Stock Split”) as approved and authorized by a majority of the shareholders of at an extraordinary meeting of shareholders held on March 31, 2026.

Proposed Timing of the Reverse Stock Split

Subject to the Company’s satisfaction of Nasdaq Operations notice requirements, the Company expects the Reverse Stock Split to become effective on April 20, 2026, with trading to begin on a split-adjusted basis at the market open on that day.

Pre-Reverse Stock Split Issued and Outstanding Share Capital

As of the date of this Report, and immediately prior to the effectiveness of the Reverse Stock Split, the Company’s total issued and outstanding share capital consists of 37,000,000 ordinary shares, comprised of:

● 36,000,000 Class A ordinary shares (par value US$0.00001 each, with 1 vote per share); and

● 1,000,000 Class B ordinary shares (par value US$0.00001 each, with 12 votes per share).

Post-Reverse Stock Split Issued and Outstanding Share Capital

Upon the effectiveness of the Reverse Stock Split, the Company’s issued and outstanding share capital is expected to be adjusted to 7,400,000 ordinary shares, comprised of:

● 7,200,000 Class A ordinary shares (par value US$0.00005 each, with 1 vote per share); and

● 200,000 Class B ordinary shares (par value US$0.00005 each, with 12 votes per share).

No fractional shares will be issued in connection with the Reverse Stock Split. All fractional shares resulting from the Reverse Stock Split will be rounded up to the nearest whole share.

In connection with the Reverse Stock Split, the Company filed an excerpt of the minutes of extraordinary meeting of shareholders reflecting the relevant changes, with the Registry of Companies of the Cayman Islands on April 2, 2026 to reduce the authorized share capital of the Company from US$100,000 divided into 10,000,000,000 shares with a par value of US$0.00001 each, comprising (a) 9,500,000,000 Class A Ordinary Shares with a par value of US$0.00001 each with 1 vote per share and (b) 500,000,000 Class B Ordinary Shares with a par value of US$0.00001 each with 12 votes per share to US$100,000 divided into 2,000,000,000 shares with a par value of US$0.00005 each, comprising (a) 1,900,000,000 class A ordinary shares with a par value of US$0.00005 each with 1 vote per share and (b) 100,000,000 class B ordinary shares with a par value of US$0.00005 each with 12 votes per share, the reduction at the same ratio as its reduction in the issued and outstanding shares.

No other material changes to the terms of the Company’s securities are anticipated in connection with the Reverse Stock Split.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized, on April 13, 2026.

	Dreamland Limited
	By:	/s/ Seto Wai Yue
	Name:	Seto Wai Yue
	Title:	Director and Chief Executive Officer

FAQ

What reverse stock split is Dreamland Limited (TDIC) implementing?

Dreamland Limited is implementing a 1-for-5 reverse stock split of its ordinary shares. This means every five existing shares will be consolidated into one share, adjusting the overall share count while maintaining the company’s overall share capital structure as described.

When will Dreamland Limited’s 1-for-5 reverse stock split become effective?

The reverse stock split is expected to become effective on April 20, 2026. On that date, subject to Nasdaq Operations notice requirements, Dreamland’s ordinary shares are expected to begin trading on a split-adjusted basis at the market open.

How will Dreamland Limited’s issued shares change after the reverse split?

Immediately before the split, Dreamland has 37,000,000 issued and outstanding ordinary shares. After the 1-for-5 reverse stock split becomes effective, this is expected to adjust to 7,400,000 issued and outstanding ordinary shares, reflecting the 5-to-1 consolidation ratio applied to the share count.

What happens to fractional shares in Dreamland Limited’s reverse split?

Dreamland Limited will not issue fractional shares in the reverse stock split. Any fractional share positions resulting from the 1-for-5 consolidation will be rounded up to the nearest whole share, slightly increasing holdings for shareholders with small, non-divisible positions.

How is Dreamland Limited changing its authorized share capital?

Authorized share capital will be reduced from 10,000,000,000 shares at US$0.00001 par value to 2,000,000,000 shares at US$0.00005 par value. This keeps total authorized capital at US$100,000 while aligning authorized shares with the 1-for-5 reverse split ratio across both share classes.

Will Dreamland Limited’s Class A and Class B share rights change in the reverse split?

The company states no other material changes to the terms of its securities are anticipated. Class A Ordinary Shares will total 1,900,000,000 authorized shares with one vote each, and Class B Ordinary Shares 100,000,000 authorized shares with twelve votes each, both at the higher par value.