Business Context and Reporting Period
Company: Global Mofy AI Limited
Filing Type: Form 6-K (Report of Foreign Private Issuer)
Reporting Period: Month of July 2026
Date of Event: July 29, 2026
The Company entered into a Share Exchange and Investment Agreement to acquire a 2% equity interest in Star Touch (Beijing) Technology Co., Ltd. ("Target Company"), an entity engaged in intelligent systems and industry-oriented artificial intelligence solutions. The transaction is intended to be strategically complementary to the Company's existing AI and digital-content operations.
Key Financial Metrics
The filing does not provide standard financial statements (revenue, profit, cash flow, margins, debt, or liquidity) for the reporting period. The following transaction-specific financial details are disclosed:
- Transaction Value: US$2 million
- Consideration: Issuance of 2,500,000 Class A ordinary shares
- Issuance Price: US$0.80 per share
- Par Value: $0.0015 per share
- Acquired Interest: 2% equity in the Target Company
Material Changes
The primary material change is the issuance of 2,500,000 new Class A ordinary shares on July 29, 2026, resulting in a dilution of existing shareholders and an increase in the Company's total share count. The Company's affiliate, Beijing Global Mofy Technology Co., Ltd., now holds a 2% stake in the Target Company.
Guidance, Outlook, and Risks
Management Commentary: The transaction is viewed as strategically complementary to the Company's AI and digital-content operations.
Regulatory and Closing Conditions: The transaction closing is subject to customary conditions, including:
- Accuracy of representations and warranties.
- Completion of PRC regulatory filings and business license updates.
- Satisfactory completion of legal, financial, and business due diligence.
- Absence of material adverse effects or governmental prohibitions.
Registration Obligations: The Company must file a registration statement (Form F-1 or F-3) within two months of issuance to register the resale of the shares. All registration expenses will be borne by the Company.
Risks: The shares were issued under exemptions from registration (Regulation S and Section 4(a)(2)) and are not currently registered under the Securities Act of 1933.
Investor Verification Checklist
- Verify the successful completion of PRC regulatory filings and the update of the Target Company's business license.
- Confirm the results of the Company's due diligence investigation on the Target Company.
- Monitor the filing of the registration statement (Form F-1 or F-3) within the required two-month window.
- Review the full text of the Share Exchange and Investment Agreement (Exhibit 10.1) for specific covenants and representations.
- Assess the strategic fit and financial health of Star Touch (Beijing) Technology Co., Ltd. given the 2% acquisition.