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In a recent filing with the Securities and Exchange Commission (SEC), Cheer Holding, Inc. announced an expansion of its authorized share capital. On Monday, the company’s shareholders approved an increase in the number of authorized Class A ordinary shares from 200 million to 500 million.
The decision, taken during the annual general shareholder meeting, was formalized with the filing of an Amendment Resolution with the Registrar of Companies in the Cayman Islands on Tuesday. This change has been incorporated into the company’s Third Amended and Restated Memorandum and Articles of Association (MAA).
As a result of this approval, Cheer Holding’s authorized share capital has grown from US$200,700 to US$500,700. The new capital structure includes 500 million Class A ordinary shares and 500,000 Class B ordinary shares, both with a par value of US$0.001 each, along with 2 million preferred shares at a par value of US$0.0001 each.
The Amendment Resolution to the MAA is attached to the SEC filing as Exhibit 3.1. This report and the exhibit are set to be incorporated by reference into the company’s registration statements on Form S-8 (File No. 333-282386) and on Form F-3 (File No. 333-279221), as filed with the SEC, except where superseded by subsequent filings.
The filing was signed by Bing Zhang, Chief Executive Officer of Cheer Holding, Inc., and was dated today, May 15, 2025. This move indicates a significant change in the company’s capital structure, which could potentially lead to further corporate actions such as financing or acquisitions. However, the filing does not specify the company’s intentions behind the increase in authorized shares.
The information in this article is based on a press release statement.
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