Monitor the final offering size and pricing, as the no-minimum structure means proceeds could be substantially less than the maximum. Track the progress of the SGX-ST secondary listing and any related trading volume shifts between exchanges. Watch for any material adverse changes in export revenue or related-party supply chain disruptions.
How the stock moved after the report
NEUTRAL VIEWSTOCK BELOW ENTRY AT T+1- T+0 · Nov 2 $1.14entry
- T+1 · 3d ago −3.51%α −3.81% · $1.10
- T+3 · todayOpen
- T+5 · in 3d Pending
- T+20 · in 25d Pending
- T+60 · in 3mo Pending
Executive Summary
HomesToLife Ltd, a Cayman Islands-incorporated global home furniture company headquartered in Singapore, filed Amendment No. 3 to its F-1 registration statement for a direct offering of up to 9,250,000 ordinary shares at an assumed price of $1.00 per share, targeting gross proceeds of up to $9.25 million. The offering is limited to non-U.S. investors and has no minimum offering amount. Proceeds are allocated 80% to business expansion and 20% to general working capital. The company is also pursuing a secondary listing on the SGX-ST via introduction. This is the third amendment, reducing the offering size from the previously registered 13,000,000 shares at $1.65 per share.
Key Financial Metrics
Key Facts
- Offering up to 9,250,000 ordinary shares at an assumed price of $1.00 per share, targeting gross proceeds of up to $9.25 million.
- No minimum offering amount required; the company may sell fewer shares and raise less capital.
- Offering limited to non-U.S. investors; no offers or sales in the U.S. or to U.S. persons.
- Proceeds allocated 80% to business expansion and 20% to general working capital.
- Company is also seeking a secondary listing on the SGX-ST via introduction.
- Controlling shareholders (Phua Yong Pin and Phua Yong Tat) collectively own approximately 94.8% of shares before the offering.
- Share price has been volatile since the October 2024 IPO, ranging from $1.18 to $12.55 per share; last reported price on October 30, 2026 was $1.18.
- Export division accounted for 92.5% of revenue in FY2025; Europe is the largest export market (59.7% of export revenue).
- Related-party suppliers within the GHC Group accounted for approximately 94.3% of total purchases in FY2025.
- Company recorded a foreign exchange loss of $2.2 million in 1H2026.
Financial Impact
Up to $9.25 million gross proceeds at assumed $1.00 per share; net proceeds estimated at $8.59 million after fees and expenses.
Risk Factors
- No minimum offering amount; the company may raise significantly less than the maximum, potentially insufficient to fund intended uses.
- Heavy reliance on related-party suppliers (94.3% of purchases) creates concentration risk.
- Export business (92.5% of revenue) is concentrated in Europe (59.7%), exposing the company to regional economic and trade policy risks.
- Controlling shareholders hold 94.8% of shares, limiting minority shareholder influence.
- Share price volatility and potential delisting risk if Nasdaq listing requirements are not maintained.
- Foreign exchange losses ($2.2 million in 1H2026) due to RMB appreciation and EUR depreciation.
- PFIC status uncertainty could result in adverse U.S. tax consequences for U.S. holders.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 7 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| F-1/A Filing (Primary) | 0001493152-26-049584 |
| Exhibit: ex1-1.htm | 0001493152-26-049584 |
| Exhibit: ex107.htm | 0001493152-26-049584 |
| Exhibit: ex23-1.htm | 0001493152-26-049584 |
| Document: 0001493152-26-049584-index-headers.html | 0001493152-26-049584 |
| Document: 0001493152-26-049584-index.html | 0001493152-26-049584 |
| Document: 0001493152-26-049584.txt | 0001493152-26-049584 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Nov 2, 2026 3d ago | F-1/A | $1.14 | awaiting T+20 | awaiting T+20 | $1.12 (−1.75%) |
Oct 30, 2026 6d ago | F-1/A | $1.18 | awaiting T+20 | awaiting T+20 | $1.12 (−5.08%) |
Oct 30, 2026 6d ago | 6-K | $1.18 | awaiting T+20 | awaiting T+20 | $1.12 (−5.08%) |
Oct 29, 2026 7d ago | 6-K | $1.18 | awaiting T+20 | awaiting T+20 | $1.12 (−5.08%) |
Oct 27, 2026 9d ago | 6-K | $1.51 | awaiting T+20 | awaiting T+20 | $1.12 (−25.83%) |
Oct 23, 2026 13d ago | 6-K | $1.55 | awaiting T+20 | awaiting T+20 | $1.12 (−27.74%) |
Oct 22, 2026 14d ago | 6-K | $1.60 | awaiting T+20 | awaiting T+20 | $1.12 (−30.00%) |
Oct 20, 2026 16d ago | F-1/A | $1.72 | awaiting T+20 | awaiting T+20 | $1.12 (−34.69%) |
Oct 9, 2026 27d ago | 6-K | $1.72 | awaiting T+20 | awaiting T+20 | $1.12 (−34.77%) |
Sep 30, 2026 5w ago | 6-K | $1.89 $1.52 | ▼ −19.58% | ▼ −20.85% | $1.12 (−40.74%) |
US Market Status
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