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Singularity Targets New Capital with Warrant Issuance Amid 10-K Delay and $6.5M Settlement

NASDAQ

SGLY

October 7, 2025 | 4:19pm
SINGULARITY FUTURE TECHNOLOGY LTD
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As of October 7, 2025 4:19pm

Introduction

SINGULARITY FUTURE TECHNOLOGY LTD (NASDAQ: SGLY) is a New York–headquartered public company that combines maritime logistics services with digital asset initiatives. Originally founded in 2001 as Sino-Global Shipping America, Ltd., the company provides chartering, shipping, and related logistics solutions while pursuing ventures such as Bitcoin mining and hardware development. As of October 7, 2025, SGLY shares closed at USD 0.7253, reflecting a 32.84% decline on that day.

Corporate Structure

Headquartered in Great Neck, New York, with additional offices in Mainland China and other locations in the United States, Singularity Future Technology employs between 11 and 50 staff across its divisions. Management is led by CEO Yang Jie, and the board includes independent directors with backgrounds in maritime services, finance, and technology. The company’s common stock trades on the NASDAQ Global Market under the ticker symbol “SGLY.”

Digital assets

Digital assets by Joshua Sortino

Recent Developments and News

On July 1, 2025, Singularity filed a Current Report on Form 8-K disclosing item 5.07 events, signaling material agreements or organizational changes.
On September 29, 2025, the company submitted a Notification of Late Filing on Form NT 10-K, indicating that additional time was required to finalize its fiscal 2025 annual report, which was originally due September 30. Management expects to complete the 10-K by mid-October.
On October 7, 2025, a Preliminary Proxy Statement (Form PRER14A) was filed to solicit shareholder approval for:

  • Issuance of 1,700,000 warrants at an exercise price of USD 6.07 per share;
  • Issuance of 32,188,841 units, each comprising one common share and three warrants;
  • Issuance of up to 6,500,000 shares to satisfy a proposed class‐action settlement.
    On August 18, 2025, a court-appointed notice announced a proposed settlement in Gao v. Singularity Future Technology Ltd., creating a minimum USD 6.5 million fund for investors who acquired Singularity securities between February 2, 2021, and February 24, 2023. Eligible claimants must submit proof by January 16, 2026; requests for exclusion or objections are due December 3, 2025, with a fairness hearing scheduled for December 17, 2025.

Financial and Strategic Analysis

The preliminary proxy filing aims to raise capital through warrant and unit issuances, with potential implications for attracting foreign and institutional investors via private placements. The proposed settlement share issuance addresses litigation risk stemming from securities-law claims, but may dilute existing equity. The NT 10-K notification underscores challenges in timely financial reporting and highlights the need for effective internal controls and resource allocation. The company continues to balance its legacy shipping operations with digital-asset ventures, looking to leverage synergies between shipping solutions and cryptocurrency infrastructure.

Market Position and Industry Context

Singularity operates at the intersection of global shipping and digital asset technology. The shipping industry is responsible for moving approximately 90% of world trade by volume, and environmental regulations are increasingly driving demand for sustainable logistics solutions. Concurrently, Bitcoin mining remains capital-intensive and subject to regulatory scrutiny. By pursuing joint ventures for proprietary mining hardware and renewable energy-powered mining sites, Singularity positions itself in niche segments but faces competition from established maritime carriers and specialized crypto firms. Share performance and investor sentiment will depend on the company's execution in both areas, compliance with reporting standards, and the resolution of ongoing litigation.

tl;dr

As of October 7, 2025, SGLY shares closed at USD 0.7253 after significant trading volume. On October 7, the company filed a preliminary proxy to issue warrants, units, and settlement shares ahead of a special meeting. The late-filing notification on September 29 indicates delayed annual reporting, now expected by mid-October. A proposed USD 6.5 million class-action settlement (filed August 18) requires claims by January 16, 2026; shareholder votes and litigation outcomes will influence the company’s capital structure and risk of dilution in the upcoming months.

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Singularity Targets New Capital with Warrant Issuance Amid 10-K Delay and $6.5M Settlement