Business Context and Reporting Period
This Form 6-K filing by Real Messenger Corp covers the month of June 2026. The report addresses the Company's status regarding Nasdaq Capital Market listing requirements, specifically the minimum stockholders' equity rule.
Key Financial Metrics
- Stockholders' Equity (Pre-Offering): $1,110,873 (as of March 31, 2026).
- Offering Gross Proceeds: Approximately $4.0 million.
- Offering Net Proceeds: Approximately $3.5 million.
- Units Issued: 5,714,284 units at $0.70 per unit.
- Revenue, Profit, Cash Flow, Debt: The filing text does not provide a clear value for these specific operational metrics.
Material Changes
The Company previously failed to meet the Nasdaq minimum stockholders' equity requirement of $2,500,000. Following a deficiency notice in April 2026, the Company executed a best-efforts public offering that closed on June 9, 2026. This transaction increased stockholders' equity above the $2,500,000 threshold, allowing the Company to regain compliance with Nasdaq Listing Rule 5550(b)(1).
Outlook, Risks, and Management Commentary
- Compliance Status: Management believes the Company has regained compliance as of June 10, 2026.
- Extension Granted: Nasdaq granted an extension until October 3, 2026, to complete the offering and evidence compliance.
- Delisting Risk: Nasdaq will continue to monitor compliance. If the Company fails to evidence compliance in its next interim financial report (for the six months ended September 30, 2026), it may be subject to delisting.
- Forward-Looking Statements: The report includes standard disclaimers that future results may differ materially from expectations due to risks and uncertainties.
Investor Verification Checklist
- Verify the updated stockholders' equity balance in the next interim financial report (due for the period ended September 30, 2026).
- Confirm the final settlement of the $3.5 million net proceeds from the June 9, 2026 offering.
- Monitor for any further correspondence from Nasdaq regarding the October 3, 2026 compliance deadline.
- Review the dilution impact of the 5,714,284 new units issued.