Business Context and Reporting Period
This Form 6-K filing by Reto Eco-Solutions, Inc. (ReTo) covers the month of June 2026. The report discloses the completion of a Share Exchange Agreement entered into on February 27, 2026, wherein ReTo acquired a 51% controlling interest in SevenArrows Supply Chain Limited (Seven Arrows) in exchange for newly issued Class A shares.
Key Financial Metrics
The filing text does not provide specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity for ReTo or the combined entity. The document references the inclusion of audited financial statements for Seven Arrows (Exhibit 99.1) and unaudited pro forma condensed combined financial information (Exhibit 99.2) as of December 31, 2025, but the actual figures are not contained within the body of this text.
Material Changes
- Acquisition Completed: ReTo successfully closed the acquisition of 25,500 ordinary shares of Seven Arrows, representing 51% of its issued and outstanding equity.
- Transaction Structure: The purchase was executed via a share exchange rather than a cash transaction, involving the issuance of ReTo Class A shares to the seller, Rei Shiba.
Guidance, Outlook, and Risks
The filing includes standard forward-looking statements regarding the combined company's ability to achieve strategic goals. Management explicitly disclaims any obligation to update these statements. Key risks and contingencies noted include:
- Uncertainties related to the business operations of both ReTo and Seven Arrows.
- Industry performance and general economic conditions.
- The possibility that actual results may differ materially and adversely from the unaudited pro forma financial information provided in the exhibits.
Investor Verification Checklist
- Review Exhibit 99.1 for the audited financial statements of Seven Arrows for the year ended December 31, 2025.
- Analyze Exhibit 99.2 for the unaudited pro forma condensed combined balance sheet and statements of operation to understand the projected financial impact of the acquisition.
- Verify the exact number of ReTo Class A shares issued to the seller to assess potential dilution.
- Confirm the specific terms and conditions of the Share Exchange Agreement that were satisfied at closing.