Form 6-K Republic Power Group For: Aug 05

 

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 August 2026

 

Commission File Number: 001-42903

 

Republic Power Group Limited

(Translation of registrant’s name into English)

 

#04-09 Techplace II, 5008 Ang Mo Kio Ave 5

Singapore, 569874

(Address of principal executive office)

 

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

 

Form 20-F ☒      Form 40-F ☐

 

 

 

Closing of a Material Transaction

 

On August 3, 2026, Republic Power Group Limited (the “Company”) entered into a certain securities purchase agreement (the “SPA”), with certain investors for an offering (the “Offering”) of 15,000,000 Class A ordinary shares (the “Shares”) of the Company, par value $0.5 each (the “Class A Ordinary Shares”), at an offering price of $1.00 per share.

 

On July 23, 2026, the Company entered into an escrow account agreement (“Escrow Agreement”), with Justin Chow & de Bedin Solicitors, acting solely in its capacity as escrow agent (the “Escrow Agent”). All subscription funds were wired directly by investors into the Escrow Account, which was released upon receipt of written instruction signed by an authorized officer of the Company and confirmation by the Escrow Agent that the applicable closing conditions described in the SPA have been satisfied or waived.

 

The Offering was closed on August 4, 2026, upon satisfaction of all closing conditions as set forth in the SPA. The Shares are sold pursuant to a registration statement on Form F-1 (File No. 333-297641, the “Registration Statement”), filed with the U.S. Securities and Exchange Commission (the “Commission”) on July 23, 2026, which was declared effective by the Commission on July 27, 2026. A final prospectus dated August 3, 2026 relating to this Offering was filed with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended.

 

The Company received net proceeds of approximately US$14,562,000 from the Offering. The Company currently intends to use the net proceeds from the Offering for research and development, business expansion and commercialization, recruitment of talented professionals, and general corporate purposes and possible future acquisitions and growth opportunities, as disclosed in the Registration Statement.

 

Copies of the form of the SPA and the Escrow Agreement, are attached hereto as Exhibits 10.1 and 10.2, and are incorporated herein by reference. The foregoing summary of the terms of the SPA and the Escrow Agreement are subject to and qualified in their entirety by such documents.

 

Exhibits

 

Exhibit No.		Description
10.1		The Form of SPA
10.2		The Escrow Agreement, dated July 23, 2026

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	Republic Power Group Limited
	By:	/s/ Ziyang Long
		Ziyang Long
		Chief Executive Officer

 

Date: August 5, 2026

 

 

2

ATTACHMENTS / EXHIBITS

THE FORM OF SPA

THE ESCROW AGREEMENT, DATED JULY 23, 2026

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