20-F: Orangekloud Technology Inc. Reports 2025 Fiscal Year Results

Sentiment:

Annual Report


Orangekloud Technology Inc. announced its fiscal year 2025 results, showing a significant increase in revenue and a narrowed net loss.

Capital raiseThe company completed an Initial Public Offering (IPO) on July 24, 2024, raising gross proceeds of approximately S$20 million (approximately $15 million) before deductions.The company may consider tapping into capital market funding and banking credit lines towards the fourth quarter of 2026.
Worse than expectedThe company reported a net loss for the fiscal year ended December 31, 2025.Cash and cash equivalents significantly decreased from S$8.2 million to S$3.0 million.The company received a delisting warning from Nasdaq due to non-compliance with minimum bid price requirements, although it subsequently regained compliance.

Summary

  • Orangekloud Technology Inc. reported total revenues of S$5.7 million (approximately $4.4 million) for the fiscal year ended December 31, 2025, an increase of 40.6% from S$4.0 million in 2024.
  • The company narrowed its net loss to S$4.5 million (approximately $3.5 million) in 2025, an improvement from a net loss of S$8.6 million in 2024.
  • Gross profit increased by 138.3% to S$2.5 million (approximately $2.0 million) in 2025, driven by increased sales revenue and improved efficiency.
  • General and administrative expenses decreased by 10.7% to S$7.5 million (approximately $5.9 million) in 2025, mainly due to reduced IPO-related professional fees.
  • Research and development expenses significantly increased by over 30 times to S$966,343 (approximately $751,492) in 2025, reflecting intensified efforts in upgrading AI capabilities.
  • As of December 31, 2025, the company had cash and cash equivalents of S$3.0 million (approximately $2.3 million), a decrease from S$8.2 million at the end of 2024.
  • The company's total customer count was 150 as of December 31, 2025, with a customer retention rate of 83.3% for repeating customers.
  • The company's Class A ordinary shares experienced a period of trading below $1.00, leading to a non-compliance notice from Nasdaq, but the company subsequently regained compliance.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this filing as cautiously optimistic. While revenue growth and improved gross profit are positive, the continued net loss, significant decrease in cash reserves, and past Nasdaq delisting concerns indicate ongoing financial challenges.

Positives

  • Revenue increased by 40.6% to S$5.7 million in fiscal year 2025.
  • Net loss decreased to S$4.5 million in fiscal year 2025 from S$8.6 million in fiscal year 2024.
  • Gross profit increased by 138.3% to S$2.5 million in fiscal year 2025.
  • The company's No-Code platform and mobile application segment revenue grew by 154.0% to S$2.0 million in fiscal year 2025.
  • The company regained compliance with Nasdaq's minimum bid price requirement after a period of non-compliance.
  • The company has a strong customer retention rate of 83.3% for repeating customers.
  • The company received formal government recognition as a Gen AI x Digital Leaders provider under the SMEs Go Digital Program.

Negatives

  • The company reported a net loss of S$4.5 million for fiscal year 2025.
  • Cash and cash equivalents decreased significantly to S$3.0 million as of December 31, 2025, from S$8.2 million at the end of 2024.
  • The company's Class A ordinary shares traded below $1.00 for a period, leading to a delisting warning from Nasdaq.
  • General and administrative expenses remain high at S$7.5 million, although they decreased from the previous year.
  • Research and development expenses increased substantially, indicating significant investment but also higher operational costs.

Risks

  • The company has a limited operating history as an integrated group and has experienced past losses, with no guarantee of future profitability.
  • Adverse material changes to the Singapore market, such as economic recession or pandemics, could negatively impact the business.
  • The company faces significant competition in the low-code development platform market.
  • Changes to government grant rules and processing cycles could affect project implementation and customer willingness to adopt digital transformation projects.
  • The company is dependent on key suppliers, particularly Microsoft Regional Sales Pte Ltd., which accounted for 21% of total purchases in 2025.
  • Failure to effectively develop and expand sales and marketing capabilities could harm customer acquisition.
  • Misappropriation or infringement of intellectual property rights could adversely affect the business.
  • The company may not be able to continue successfully developing and launching new products or services.
  • The business is dependent on keeping pace with technological advances, and failure to do so could lead to decreased revenues.
  • Insurance coverage may not cover all damages and losses.
  • The company incurs increased costs as a result of operating as a public company.
  • Future strategic acquisitions, investments, and partnerships could pose risks, increase leverage, and dilute existing shareholders.
  • The company's ability to operate effectively could be impaired if it fails to attract and retain key employees.
  • Industry consolidation may give competitors an advantage.
  • Negative publicity could adversely affect the company's reputation and share price.
  • The company may be exposed to liabilities under anti-corruption laws.
  • Armed conflicts and military hostilities could present risks to operations and investments.
  • Trade wars or increases in tariff rates may adversely affect the regional economy and business sentiment.
  • An active trading market for the Class A Ordinary Shares may not develop or be sustained.
  • The company's share price may fluctuate significantly, leading to potential investment losses.
  • The dual-class voting structure may render Class A Ordinary Shares ineligible for certain stock market indices and limit shareholder influence.
  • The company's major shareholders control a significant portion of voting power, potentially leading to conflicts of interest.
  • The Class A Ordinary Shares may trade as penny stock, subject to restrictions that could affect price and liquidity.
  • The company may require additional funding, which could cause dilution.
  • Investors may not be able to participate in future equity issues.
  • The company has no immediate plans to pay dividends.
  • Failure to maintain Nasdaq listing requirements could lead to delisting.
  • The company may lose its foreign private issuer status, leading to increased costs.
  • The company may be classified as a Passive Foreign Investment Company (PFIC), leading to adverse U.S. tax consequences for U.S. investors.
  • Potential conflicts of interest may arise, and the company's failure to address them could adversely affect its business.
  • If securities analysts do not publish reports or publish negative reports, the share price and trading volume could decline.
  • Investors may have difficulty enforcing judgments against the company and its directors and management.
  • The laws of the Cayman Islands may offer different protections to minority shareholders compared to the U.S.
  • Future sales of Class A Ordinary Shares by existing shareholders could adversely affect the market price.

Future Outlook

The company anticipates that its existing cash and cash equivalents, along with cash generated from operations, will be adequate to meet its working capital and investment requirements throughout 2026. The company may consider tapping into capital market funding and banking credit lines towards the fourth quarter of 2026.

Management Comments

  • The company is gearing more towards investments in the development of AI (artificial intelligence) capabilities for its platform and solutions.
  • The company is still exploring strategic acquisitions and investments in businesses with synergistic effects at mutually acceptable terms.
  • The company believes that its facilities are adequate for immediate future needs and that suitable additional space will be available for expansion.
  • The company believes it maintains a good working relationship with its employees and expects this to continue.
  • The company believes it has adequate insurance coverage for its business operations and will procure additional coverage as needed.

Industry Context

StockSavvy.ai notes that Orangekloud Technology Inc.'s focus on AI-enhanced No-Code platforms aligns with the broader industry trend of digital transformation and automation for SMEs. The company's strategy to leverage government support in Singapore, such as the SMEs Go Digital program, is a key differentiator in a competitive market. The increasing demand for AI-driven solutions and the growth of the low-code/no-code market, as highlighted by industry reports, present significant opportunities for the company.

Comparison to Industry Standards

  • The company's revenue growth of 40.6% in FY2025 outpaces the general market growth for low-code development platforms, which Gartner projected at 19.6% for 2023.
  • The significant increase in R&D expenses (over 30x) reflects a commitment to innovation, aligning with industry leaders who continuously invest in AI and platform enhancements.
  • The company's customer retention rate of 83.3% is a strong indicator of customer satisfaction, comparable to established SaaS providers in the enterprise software space.
  • The company's strategic investment in Evvo Labs Pte. Ltd., a cybersecurity firm, demonstrates an effort to enhance its digital transformation offerings, a common practice for tech companies seeking to provide comprehensive solutions.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Audit CommitteeThe audit committee consists of Kwong Choong Kuen, Lai Chiun Shen, and Loh Long Hsiang, with Kwong Choong Kuen as chairperson. All members satisfy independence requirements, and Kwong Choong Kuen qualifies as an audit committee financial expert.Ensures robust oversight of financial reporting and internal controls.
Compensation CommitteeThe compensation committee consists of Kwong Choong Kuen, Lai Chiun Shen, and Loh Long Hsiang, with Loh Long Hsiang as chairman. All members satisfy independence requirements.Assists the board in reviewing and approving compensation for directors and executive officers.
Nominating and Corporate Governance CommitteeThe nominating and corporate governance committee consists of Kwong Choong Kuen, Lai Chiun Shen, and Loh Long Hsiang, with Lai Chiun Shen as chairman. All members satisfy independence requirements.Responsible for selecting director nominees and advising on corporate governance matters.
Board DiversityThe board has five directors, including three independent directors. There is one female director out of five, indicating some gender diversity.Aims for a balanced and diversified board aligned with business strategy.
Code of Business Conduct and EthicsA Code of Business Conduct and Ethics has been adopted, applicable to all directors, executive officers, and employees.Promotes ethical conduct and compliance with laws and regulations.
Insider Trading PolicyThe Company has adopted a policy governing the purchase, sale, and other dispositions of its securities by directors, senior management, and employees.Aims to ensure compliance with insider trading laws and Nasdaq rules.

Legal Proceedings

  • The company is not currently a party to any actions, claims, suits, or other legal proceedings that management believes would have a material adverse effect on its business, financial condition, or operations.

Related Party Transactions

  • The Company rented office space from K.H. Goh Holdings Pte Ltd, a company 100% owned by Directors Goh Kian Hwa and Lung Lay Hua, for S$69,105 (US$53,741) in 2025.
  • Director fees and remuneration were paid to Ms. Lung Lay Hua (S$247,559 / US$192,518) and Mr. Goh Kian Hwa (S$247,569 / US$192,526) in 2025.
  • Director fees and remuneration were paid to Mr. Chew Kim Chwee (S$121,899 / US$94,797) in 2025.

Stakeholder Impact

  • Shareholders: The company's financial performance, including its net loss and cash position, directly impacts shareholder value. The dual-class share structure and concentration of voting power among major shareholders may limit the influence of Class A shareholders.
  • Employees: The company states it maintains good employee relations and has not experienced labor disputes. Continued investment in R&D and AI may create new opportunities for IT and R&D personnel.
  • Suppliers: The company relies on key suppliers like Microsoft Regional Sales Pte Ltd. and Ingram Micro Asia Marketplace Pte Ltd. Termination of these relationships could adversely affect business operations.
  • Creditors: The company has reduced its bank loan obligations, which is positive for creditors. The company's ability to meet future financial obligations is dependent on its operational performance and cash flow.

Next Steps

  • Continue to innovate with a focus on the AI-Enhanced eMOBIQ Platform, including advanced multi-step workflow automation and generative AI.
  • Expand digital transformation business beyond Singapore and Malaysia through direct sales, channel partnerships, and potential M&A.
  • Grow revenue from key industry verticals by enhancing vertical solutions with AI.
  • Expand market presence through universities, software development houses, and community engagement.
  • Expand strategic partnerships across Microsoft partners, system integrators, and consulting firms.
  • Explore potential strategic acquisitions and investments.
  • Consider tapping on capital market funding and banking credit lines in late 2026.

Key Dates

DateDescription
2003-06-16MSC Consulting (S) Pte. Ltd. was incorporated.
2006-05-16Orangekloud Technology Sdn. Bhd. was incorporated.
2015-08-08Orangekloud Pte. Ltd. was incorporated.
2017-03-15Orangekloud, Inc. was incorporated.
2018-11-08Orangekloud Investments Pte. Ltd. was incorporated.
2023-05-12Orangekloud Technology Inc. was incorporated.
2023-10-04Company consummated a reorganization.
2024-02-20Company filed its Registration Statement on Form F-1 for the IPO.
2024-07-24Company entered into an underwriting agreement for its IPO.
2024-07-24Company's Registration Statement on Form F-1 was declared effective.
2024-07-26Company announced the closing of the IPO.
2024-07-30Maxim Group LLC notified the Company of their decision to exercise the over-allotment option.
2024-08-01Closing for the sale of the Over-allotment Shares took place.
2024-10-07200,000 Class A ordinary shares were issued to Maxim Partners LLC.
2024-11-22Audit committee approved the dismissal of Simon & Edward LLP and engagement of Enrome LLP.
2024-12-30Simon & Edward LLP was dismissed as the Company's auditor.
2025-01-01Fiscal year 2025 began.
2025-03-09Goh Kian Hwa and Lung Lay Hua converted Class B Ordinary Shares to Class A Ordinary Shares.
2025-09-16Company's 1-for-4 reverse stock split became effective.
2025-09-29The reverse stock split became effective for trading.
2025-10-04eMOBIQ AI Pte. Ltd. was incorporated.
2025-12-10EVVO filed its F-1 Registration Statement with the SEC.
2025-12-23Novation and Debt Conversion Agreements were executed.
2025-12-31Fiscal year 2025 ended.
2026-01-29Company received a Staff Delisting Determination letter from Nasdaq.
2026-02-10Company entered into a Letter of Intent with Orbis Technology Limited for a proposed reverse merger.
2026-03-02Nasdaq notified the Company that it had regained compliance with the minimum bid price requirement.
2026-03-09Goh Kian Hwa and Lung Lay Hua converted Class B Ordinary Shares to Class A Ordinary Shares.
2026-04-19Simon & Edward LLP issued their audit report for the year ended December 31, 2023.
2026-04-30Annual Report on Form 20-F was filed.

Recommendation

hold

While Orangekloud Technology Inc. shows promising revenue growth and strategic focus on AI and No-Code platforms, the company continues to operate at a net loss and has experienced a significant decrease in cash reserves. The past Nasdaq delisting concerns, although resolved, highlight financial volatility. The company's future success hinges on achieving profitability and effectively managing its cash burn. Therefore, a 'hold' recommendation is appropriate, pending further evidence of sustainable financial improvement and successful execution of its AI strategy.

Keywords

Orangekloud Technology Inc., Form 20-F, Annual Report, No-Code Platform, AI, Hyper-automation, SME, Digital Transformation, eMOBIQ, Microsoft Dynamics, Nasdaq, IPO, Financial Results, Singapore

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