Biddance AI Systems, Inc.
For the period ended Jun 30, 2026. Filed Oct 23, 2026.
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Jun 30, 2026 · Filed Oct 23, 2026
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Contents
EX-99.1 · Reverse Share Split
Reverse Share Split
On November 24, 2025, the shareholders of the Company authorized the board of directors (the “Board”) to implement one or more consolidations of the Class A ordinary shares, with the specific ratio or ratios and timing to be determined by the Board within the parameters approved by the shareholders. On March 25, 2026, the board approved a reverse split at a ratio of 1-for-50 (the “March 2026 Reverse Split”), which became effective on April 6, 2026. Following the March 2026 Reverse Split, the par value of each Class A ordinary share was changed from $0.0001 to $0.005.
On May 4, 2026, the Board approved another reverse split (the “May 2026 Reverse Split”) at a ratio of 1-for-3, which became effective on May 29, 2026. Following the May 2026 Reverse Split, the par value of each Class A ordinary share was changed from $0.005 to $0.015.
On June 4, 2026, the Board approved another reverse split (the “July 2026 Reverse Split”) at a ratio of 1-for-25, which became effective on July 6, 2026. Following the July 2026 Reverse Split, the par value of each Class A ordinary share was changed from $0.015 to $0.375.
NOTE 15 – WARRANTS
On July 29, 2024, the Company closed a private placement of (a) 14,907,000 Class A ordinary shares, par value $0.0001 per share, and (b) warrants to purchase up to 14,907,000 Class A ordinary shares (the “Private Placement”) pursuant to the Securities Purchase Agreement dated June 11, 2024, between the Company and the purchasers. The warrants are exercisable upon issuance with a term of two years at $0.55 per share. The warrants also contain a cashless exercise provision. In connection with the Private Placement, the Company collected $8,200,000 from the purchasers in June 2024 to purchase Class A ordinary shares and filed a registration statement on August 22, 2024 to register the resale of the Class A ordinary shares issued and Class A ordinary shares to be issued upon exercise of the warrants. Since the warrants are** **indexed to the Company’s own stock, they are treated as equity for accounting purposes.
The summary of warrant activities for the six months ended June 30, 2026 was as follows:
| Ordinary Shares Number Outstanding | Weighted Average Exercise Price | Contractual Life in Years | |
|---|---|---|---|
| Outstanding as of December 31, 2025 | 14,907,000 | $0.55 | 1.0 |
| Granted | - | - | - |
| Exercises | - | - | - |
| Expired | - | - | - |
| Warrants Outstanding as of June 30, 2026 | 14,907,000 | 0.55 | 0.1 |
| Warrants Exercisable as of June 30, 2026 | 14,907,000 | $0.55 | 0.1 |
The warrants had an expiration date of July 28, 2026. No warrants were exercised between January 1 to July 28, 2026.
NOTE 16 – INCOME TAXES
The entities within the Company file separate tax returns in the respective tax jurisdictions in which they operate.
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