OxPay Financial Limited: FY2025 Financial Report Review

OxPay Financial Limited (“OxPay” or the “Company”) has released its audited financial statements for the year ended 31 December 2025, accompanied by an Independent Auditor’s Report. The following analysis highlights key findings, material issues, and the Company’s outlook based strictly on the contents of the report.

Going Concern & Material Uncertainty

The independent auditors, Foo Kon Tan LLP, included a material uncertainty related to going concern in their report. While the audit opinion is not modified, this disclosure signals significant risks around the Company’s ability to continue operating unless certain conditions are fulfilled.

The Board, however, asserts that the Group is able to continue as a going concern based on the following factors:

• Existing asset liquidity
• A revised convertible loan agreement for up to S\$2.5 million from Oxley Capital Management Pte. Ltd., extended until 28 May 2026
• Share subscription agreements for approximately S\$997,089 via issuance of 30,841,000 new shares (as of 31 March 2026)
• Financial support from the controlling shareholder for at least 12 months from 10 April 2026

Recent and Planned Fundraising Activities

• Convertible Loan Facility: The Company has entered a revised agreement for a convertible loan of up to S\$2.5 million, subject to shareholder approval. The longstop date for satisfying the facility’s conditions is now 28 May 2026.
• Share Placement: On 31 March 2026, OxPay entered agreements to issue 30,841,000 new ordinary shares, raising approximately S\$997,089 in new equity.

An Extraordinary General Meeting (EGM) will be convened to seek shareholder approval for the new convertible loan.

Disclosure and Trading Status

The Board states that all material information has been disclosed and trading of the Company’s shares should continue in an orderly manner. The full annual report will be released on 13 April 2026.

Shareholder Advisory

Shareholders and potential investors are strongly advised to exercise caution when dealing in the Company’s securities and to consult professional advisers if in doubt.

Key Financial Metrics Table

Note: The report does not provide explicit values for revenue, profit, EPS, or dividends, nor does it offer historical quarterly or annual figures. As such, a comparative table of financial metrics cannot be constructed from the available content.

Corporate Actions & Events Affecting the Business

• Planned Share Dilution: The impending issuance of 30,841,000 new shares will dilute existing shareholders but provides a critical cash inflow.
• Reliance on Shareholder Support & External Funding: The Company’s ability to continue as a going concern is contingent on new funding, shareholder support, and successful completion of financing agreements.

Outlook & Risks

The tone of the Board’s communication is pragmatic and cautious. The Board acknowledges material risks but expresses reasonable confidence that cash flow will be sufficient for at least the next 12 months, assuming the successful execution of new fundraising and continued shareholder support.

The underlying risk remains high: should the Company fail to secure the additional funding or if shareholder support lapses, there is a material risk that OxPay may not be able to continue as a going concern.

Conclusion and Investor Recommendations

Overall Financial Performance & Outlook: The financial outlook for OxPay Financial Limited is weak. The Company’s ongoing viability is highly dependent on external financing and shareholder support. The material uncertainty highlighted by auditors underscores the Company’s fragile position.

• If you are currently holding the stock: Consider the high risk of dilution and potential going concern issues. Reassess your position carefully in light of the Company’s dependence on new funding and the possibility of further adverse developments. Consult your financial adviser before making any decision.
• If you are not holding the stock: It is advisable to remain on the sidelines until the Company demonstrates sustainable improvement in its financial position and removes the going concern risk. Wait for confirmation of successful fundraising and a more stable outlook before reconsidering an investment.

Disclaimer: The above is a summary of disclosures in the Company’s official filings and is not personalized investment advice. Investors should conduct their own due diligence and consult with licensed financial professionals before making any investment decisions.

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