240-for-1 Cayman-only share consolidation, together with Founder Soon Huat Lim’s proposed conversion of US$8 million owed by the Company into restricted Class B equity, positions Trident for the anticipated closing of its U.S.-based Digital Innovations Group (DIG) partnership and commercialization of the IRMA AI Engine ahead of the Company’s July 8 Extraordinary General Meeting in Singapore
SINGAPORE, July 06, 2026 (GLOBE NEWSWIRE) — Trident Digital Tech Holdings Ltd. (Nasdaq: TDTH) (“Trident” or the “Company”), a Singapore-headquartered digital infrastructure and technology holding company, today announced Founder, Chairman and Chief Executive Officer Soon Huat Lim will convert approximately US$8 million of outstanding founder indebtedness into restricted Class B equity, strengthening the Company’s balance sheet, enhancing shareholders’ equity and reinforcing his long-term commitment to Trident as the Company advances toward direct Nasdaq ordinary-share trading, the next phase of its enterprise AI commercialization strategy and global acquisition expansion.
The Founder equity commitment forms the centerpiece of a series of transformational capital structure initiatives that shareholders will be asked to consider at the Company’s Extraordinary General Meeting (“EGM”) on July 8, 2026 in Singapore. The proposed resolutions are designed to strengthen Trident’s capital structure, reduce leverage, simplify its share capital framework and support the Company’s transition from its American Depositary Share (“ADS”) program to direct Nasdaq ordinary-share trading while establishing a stronger institutional foundation for its next phase of strategic growth.
Among the proposals is a 240-for-1 Cayman-only share consolidation, implemented in connection with the termination of the Company’s ADS program and transition to direct Nasdaq ordinary-share trading. The consolidation includes the rounding and cancellation of small fractional holdings resulting from the consolidation ratio and applies solely at the Cayman Islands corporate level-not to the Company’s U.S.-traded security. The Company believes these actions are intended to create a cleaner, more streamlined and institutionally focused capital structure as it completes its transition to direct Nasdaq ordinary-share trading.
Subject to shareholder approval, Mr. Lim will exchange approximately US$8 million of outstanding founder indebtedness for restricted Class B shares, rather than receiving repayment from the Company. Because the Class B shares are restricted and non-trading, the transaction is intended to strengthen Trident’s equity position and reduce leverage without increasing the Company’s public trading float. The proposed issuance is also expected to further align the Founder’s long-term interests with those of shareholders as Trident executes its long-term growth strategy.
Complementing these initiatives, shareholders will also be asked to approve, among other things, amendments to the Company’s authorized share capital, the adoption of a new Memorandum and Articles of Association, and the related share subscription agreement necessary to implement the Founder equity transaction. Collectively, these actions are intended to simplify Trident’s capital structure and provide the Company with a more flexible corporate framework to support future strategic initiatives.
Positioning Trident for the Next Phase of Enterprise AI Growth
The proposed capital restructuring is intended to establish the financial and corporate foundation for Trident’s next phase of growth, supporting the Company’s transition to direct Nasdaq ordinary-share trading while strengthening its ability to execute on strategic acquisitions, expand its digital infrastructure ecosystem and accelerate the commercialization of its enterprise artificial intelligence platforms. Management believes a stronger balance sheet, enhanced shareholders’ equity and a streamlined capital structure will provide greater financial flexibility as Trident continues executing its long-term growth strategy.
The capital restructuring advances in parallel with Trident’s previously announced enterprise AI commercialization strategy, anchored by the anticipated commercialization of the IRMA AI Engine through the Company’s planned partnership with U.S.-based Digital Innovations Group (“DIG”), together with TDTHAI and Trident’s expanding enterprise cybersecurity platform. These initiatives are intended to complement the Company’s broader digital infrastructure ecosystem across Asia-Pacific and Africa while expanding Trident’s presence across high-growth AI, cybersecurity and transaction-driven technology markets.
Management believes the combination of a strengthened capital structure, direct Nasdaq ordinary-share trading framework and continued execution of its enterprise AI strategy positions Trident to capitalize on emerging global opportunities while creating a scalable platform for long-term value creation.
“Our commitment to Trident has always been measured by the long-term value we believe we can create, not by short-term decisions,” said Soon Huat Lim, Founder, Chairman and Chief Executive Officer of Trident. “By converting approximately US$8 million of founder indebtedness into restricted Class B equity rather than receiving repayment, I am further aligning my interests with those of our shareholders while reinforcing the Company’s balance sheet for the opportunities ahead. As we advance toward direct Nasdaq ordinary-share trading, continue executing our enterprise AI commercialization strategy and pursue strategic acquisitions globally, we believe Trident is establishing a stronger foundation for its next phase of growth.”
Extraordinary General Meeting
The Extraordinary General Meeting will be held on July 8, 2026 in Singapore. Shareholders will be asked to consider the Founder equity transaction together with the proposed 240-for-1 Cayman-only share consolidation, the change of authorized share capital, the adoption of a new Memorandum and Articles of Association, the related share subscription agreement and the other resolutions described in the Company’s notice of meeting. Shareholders are encouraged to review the Company’s meeting materials for the complete terms of the proposed resolutions, voting procedures and related disclosures. Each of the proposals described above remains subject to shareholder approval and applicable regulatory requirements.
About Trident Digital Tech Holdings Ltd.
Trident Digital Tech Holdings Ltd. (Nasdaq: TDTH) is a Singapore-headquartered digital infrastructure holding company focused on building and operating sovereign-scale technology platforms across emerging markets. The Company’s strategy centers on entering high-growth economies through trusted digital identity infrastructure and expanding across adjacent verticals spanning government technology, artificial intelligence, cybersecurity, digital commerce, agritech, and transaction-driven services. Trident’s active initiatives include national digital identity mandates, MSME digital tax formalization platforms, enterprise AI deployment, and cybersecurity solutions across Africa and the Asia-Pacific region. With active operations and strategic initiatives in the Democratic Republic of Congo, Ghana, and Asia-Pacific markets, Trident is positioning itself to capitalize on one of the world’s largest long-term opportunities in digital transformation infrastructure, enterprise AI deployment, and sovereign-scale technology modernization. For more information, visit: https://tridentity.me
Forward-Looking Statements
This announcement contains statements that may constitute “forward-looking” statements pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “targets,” “projects,” “future,” “intends,” “plans,” “believes,” “estimates,” “likely to,” “potential,” “continue,” and similar statements. The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in announcements and other written materials, and in oral statements made by its officers, directors, or employees to third parties. Statements that are not historical facts, including statements about the Company’s beliefs, plans and expectations, are forward-looking statements. This announcement contains forward-looking statements regarding the Company’s strategic initiatives, expansion plans, projected market opportunities, anticipated platform adoption, onboarding targets, projected revenue opportunities, operational deployment expectations, platform scalability, monetization opportunities, AI integration opportunities, strategic partnerships, potential acquisitions, regulatory developments, government contracting processes, and future business performance.
Forward-looking statements involve inherent risks and uncertainties, many of which are beyond the Company’s control. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the results of the EGM, materialization and implementation of the Company’s strategic initiatives; potential adverse reactions or changes to business relationships; adverse changes in general economic or market conditions; any actions by third parties including government agencies; the expected growth of the digital solutions market; cybersecurity risks; the geopolitical, economic, social and legal developments in the jurisdictions that the Company operates in or in which the Company intends to expand its business and operations; the Company’s ability to maintain and enhance its brand. Further information regarding these and other risks is included in the Company’s filings with the SEC. All information provided in this announcement is as of the date of this announcement, and the Company does not undertake any obligation to update any forward-looking statement, except as required under applicable law.
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