Business Context and Reporting Period
Company: Mobile-Health Network Solutions (Foreign Private Issuer)
Filing Type: Form 6-K
Reporting Period: August 2026 (Report dated August 12, 2026)
Principal Office: Singapore
The filing discloses the entry into a Share Purchase Agreement on August 11, 2026, to acquire a minority stake in Jurong Day & Night Clinic Pte. Ltd. ("JDNC"), a licensed medical clinic in Singapore.
Key Financial Metrics
This filing is a current report regarding a specific corporate transaction and does not contain audited financial statements, revenue, profit, cash flow, or liquidity metrics for the reporting period.
| Metric | Value |
|---|---|
| Transaction Value | US$256,500 |
| Consideration Method | Issuance of 186,410 Company ordinary shares |
| Acquired Stake | 19% of JDNC issued and paid-up share capital |
| Debt/Liquidity Impact | Not disclosed (Equity issuance only) |
Material Changes and Transaction Details
- Acquisition Structure: The Company agreed to purchase 19% of JDNC. The Seller (Ms. Ting Shih King) retains 81% ownership and full operating control.
- Governance: The Company will not receive a board seat, board observer right, or voting control over JDNC.
- Security Terms: Consideration shares are "restricted securities" under Rule 144, issued via private placement, and subject to a nine-month contractual lock-up. No registration rights were granted.
- Performance Conditions: A twelve-month performance period applies. The Company must integrate its operating system at JDNC within nine months of closing.
- Repurchase Option: If performance targets are missed or digital deployment fails within nine months, the Seller may repurchase the shares within two years by returning the Consideration Shares to the Company.
Guidance, Risks, and Contingencies
- Closing Conditions: The transaction is subject to customary conditions, including due diligence, corporate approvals, Singapore healthcare regulatory approvals, and a Nasdaq Listing of Additional Shares notification filed at least 15 days prior to issuance.
- Forward-Looking Statements: The filing includes statements regarding expected closing and system integration, which involve risks that actual results may differ materially.
- Contingencies: The transaction may not close if regulatory approvals are not obtained or if the Company fails to meet the Nasdaq notification timeline.
Investor Verification Checklist
- Verify the status of Singapore healthcare regulatory approvals required for the closing.
- Confirm the filing of the Listing of Additional Shares notification with Nasdaq.
- Monitor the nine-month timeline for the integration of the Company's operating system at JDNC.
- Review the dilution impact of the issuance of 186,410 new shares on existing shareholders.
- Assess the financial health and operational viability of JDNC given the Company's lack of control.