Toyo Co (TOYO) Registration filing summary

Company overview and business model

• Focuses on integrated solar solutions, covering upstream wafer/silicon, midstream solar cell, and downstream PV module production for global markets, with manufacturing in Vietnam, Ethiopia, and Texas, U.S.

• Achieved 2GW annual capacity in Vietnam and expanded Ethiopian plant to 4GW by August 2025; Texas module facility began operations in October 2025.

• Acquired the VSUN brand in September 2025 to accelerate U.S. market entry and leverage established global reputation.

• Operates under a Japanese-style management system emphasizing operational excellence and rapid growth as an independent entity.

• Completed a complex business combination in July 2024, consolidating multiple entities and affiliates under a Cayman Islands holding structure.

Financial performance and metrics

• As of the prospectus date, 38,173,492 Ordinary Shares are issued and outstanding, with up to 43,142,788 shares possible upon full warrant exercise.

• The closing price of Ordinary Shares on Nasdaq was $12.40 on June 15, 2026; warrants traded at $2.25 on OTC Markets.

• The company’s financial statements for 2023–2025 were audited, with a going concern explanatory paragraph noted.

Use of proceeds and capital allocation

• Up to $57.15 million may be raised from warrant exercises, intended for U.S. factory construction, operating funds, and general corporate purposes.

• No proceeds will be received from the resale of shares by selling securityholders.