Business Context and Reporting Period
Company: Decent Holding Inc.
Filing Type: Form 6-K (Report of Foreign Private Issuer)
Reporting Date: November 12, 2025
Principal Office: Yantai, Shandong Province, People's Republic of China
Context: The filing announces the closing of a best-efforts registered offering of Class A ordinary shares and warrants.
Key Financial Metrics and Transaction Details
- Shares Issued: 13,333,333 Class A ordinary shares.
- Offering Price: $0.60 per share.
- Gross Proceeds: Approximately $8,000,000 (before fees and expenses).
- Warrants Issued: 26,666,666 warrants (2:1 ratio to shares).
- Warrant Exercise Price: $0.66 per share (110% of offering price).
- Warrant Expiration: March 12, 2026.
- Placement Agent Fees: 5% cash fee of gross proceeds plus up to $350,000 in expense reimbursement.
Material Changes and Transaction Structure
The Company completed a registered offering pursuant to an effective Form F-1 registration statement (File No. 333-289797). The transaction closed on November 12, 2025, following pricing on November 10, 2025. D.Boral Capital LLC acted as the sole placement agent. The offering structure includes a right of first refusal granted to the placement agent for future financing or M&A transactions until January 23, 2026.
Guidance, Outlook, and Use of Proceeds
Use of Proceeds: Net proceeds are intended for:
- Business expansion and launching additional offices.
- Product research and development.
- Promoting river water quality management and expanding river water treatment services.
- Development and upgrade of wastewater treatment technologies.
- Recruiting research, development, and management talent.
Risks: The filing includes standard forward-looking statement disclaimers, noting that actual results may differ materially due to uncertainties described in the Company's Form 20-F for the year ended October 31, 2024.
Investor Verification Checklist
- Verify the final net proceeds after deducting the 5% placement fee and the $350,000 expense cap.
- Confirm the dilution impact of the 26,666,666 warrants exercisable at $0.66.
- Review the full text of the Placement Agency Agreement (Exhibit 1.1) for specific terms regarding the right of first refusal.
- Check the Company's Form 20-F (filed March 7, 2025) for detailed risk factors and historical financial performance.
- Monitor the 90-day lock-up expiration date for potential selling pressure from insiders.