Business Context and Reporting Period
This Form 6-K filing by Baiya International Group Inc. (BIYA) covers the month of December 2025, with a specific report date of December 23, 2025. The filing announces a corporate action approved by the Board of Directors: a 1-for-25 reverse stock split of the Company's Class A ordinary shares.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on the mechanics of the reverse stock split. Pre-split outstanding shares are reported as 29,644,605, which will be reduced to approximately 1,185,784 shares post-split.
Material Changes
- Share Structure: A 1-for-25 reverse stock split will combine every 25 existing shares into one new share.
- Share Count: Outstanding shares will decrease from 29,644,605 to approximately 1,185,784.
- Identification: The trading symbol will remain "BIYA," but the CUSIP number will change to G51400151.
- Timing: The split is effective at 04:01 p.m. ET on December 29, 2025 (Record Date), with trading on a split-adjusted basis commencing December 30, 2025.
Outlook, Risks, and Management Commentary
Objective: The primary purpose of the reverse stock split is to meet the minimum $1.00 per share bid price requirement for maintaining the listing of the Company's ordinary shares on The Nasdaq Capital Market.
Shareholder Impact: No fractional shares will be issued. Shareholders holding shares in book-entry form or through nominees are not required to take action; changes will reflect automatically in their accounts.
Risks: The filing includes standard forward-looking statements, noting that future results may differ materially from expectations due to various risks and uncertainties detailed in the Company's most recent Form 20-F under "Risk Factors."
Investor Verification Checklist
- Verify the new CUSIP number (G51400151) with your broker to ensure proper account updates.
- Confirm the current bid price of BIYA shares to assess if the split successfully addresses the Nasdaq listing requirement.
- Review the Company's most recent Form 20-F for detailed risk factors and financial performance not included in this 6-K.
- Monitor trading activity on December 30, 2025, to confirm the split-adjusted trading commencement.