Welcome to our dedicated page for YY Group Holdings SEC filings (Ticker: YYGH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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YY Group Holding Limited completed a series of transactions in 2025 and is conducting a Class A Ordinary Shares offering that materially affects its capitalization. The company completed six acquisitions between January and July 2025, issuing Class A Ordinary Shares as consideration in several deals and paying cash in others: Mediaplus (54%) for S$1,325,000 plus 9,260 shares; PFS (99.99997%) for S$816,000 plus S$784,000 deferred and 143,516 shares; YY Circle (HK) (90%) for 1,900,000 shares; YY Circle (TH) (49%) for 2,000,000 shares; Uniforce Security (100%) for S$1,000,000; Transocean (53%) for 4,500,000 shares; and Pesticide Pest Control (100%) for S$150,000.
The prospectus shows a public offering at $0.42 per share with placement agent fees of $300,000.08 and gross proceeds to the company before expenses of $3,695,239.06. The post-offering pro forma net tangible book value is approximately $8,597,729, or $0.14 per share, implying dilution to new investors of $0.28 per share, about 66.98%. The filing also discloses adjustments to reporting and disclosure obligations applicable to emerging growth companies.
YY Group Holding Limited amended its Form 6-K to disclose a series of completed acquisitions and an asset purchase between January and July 2025. The company acquired controlling and minority interests in multiple Singapore, Hong Kong and Thailand entities, including Mediaplus (54% for S$1,325,000 cash plus 9,260 Class A shares), Property Facility Services (~99.99997% for S$816,000 cash, a deferred S$784,000 subject to up to S$500,000 downward adjustment, and 143,516 shares), YY Circle HK (90% for 1,900,000 shares), YY Circle Thailand (49% for 2,000,000 shares), Transocean (53% for 4,500,000 shares), Uniforce (100% for S$1,000,000), and Pesticide (100% for S$150,000).
The company also acquired the assets and IP of the 24iFM facilities management application for 4,000,000 Class A shares to deploy internally; the asset purchase will not immediately generate independent revenue. YY Group determined that, in aggregate, these transactions do not exceed the 50% significance threshold, so pro forma financial statements are not required under Regulation S-X.
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