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DALLAS, Texas, October 27, 2026 – Verde Resources Inc. (OTCQB: VRDR) is changing its capital-markets approach while maintaining its Nasdaq ambitions, requesting withdrawal of a proposed public offering as it pursues commercialization of its engineered biochar infrastructure technologies.
The company announced October 26 that it requested withdrawal of its Form S-1 registration statement, initially filed in December 2025 and last amended in August 2026. The registration statement never became effective, and no securities were sold through the proposed offering. Verde reaffirmed that its Nasdaq objective remains subject to satisfying applicable listing requirements and obtaining necessary approvals.
Why the Decision Matters to Shareholders
By stepping away from this offering, Verde avoids the additional share issuance contemplated by that transaction. The decision separates its exchange-listing ambitions from the financing previously proposed, leaving the company’s next capital-markets steps to be determined.
Verde Resources Inc. (OTCQB: VRDR) has not announced a replacement transaction or confirmed a direct-listing structure. A potential direct listing could provide a route to Nasdaq without an accompanying underwritten offering, avoiding any new shares or warrants associated with that offering. Depending on the final terms and any separate financing, this approach could help preserve existing shareholders’ ownership and broaden Verde’s appeal to long-term investors focused on environmental, social and governance (ESG) factors, climate-tech investors and the global investment community.
Direct-Listing Precedents Across Multiple Industries
Direct listings have provided an alternative to traditional underwritten IPOs for Warby Parker Inc. (NYSE: WRBY), the eyewear and vision-care company that listed September 29, 2021; Virtuix (NASDAQ: VTIX), a virtual-reality movement technology company that listed January 27, 2026; Cloudastructure (NASDAQ: CSAI), an AI-powered video surveillance company that listed January 30, 2025; and FibroBiologics (NASDAQ: FBLG), a cell-therapy developer that listed January 31, 2024.
These transactions demonstrate an established exchange-listing route, although they are not identical to an OTC-to-Nasdaq uplisting. Direct listings can still involve registration statements, financial advisers and separate capital raises.
A Potential Path to Broader Investor Access
A successful Nasdaq uplisting could expand Verde’s visibility among investors whose mandates or brokerage policies restrict OTC-market participation. This could broaden access to institutional and long-term investors, although listing alone would not guarantee investment, increased liquidity or a higher valuation.
The central consideration is how Verde balances growth-capital requirements with shareholder ownership while working toward exchange eligibility.
Commercial Execution Remains the Value Driver
Verde’s business strategy centers on its BioAsphalt™ engineered biochar platform, targeting lower-carbon road construction and carbon storage within infrastructure. Its commercial relationships with Ergon Asphalt & Emulsions, independently verified environmental data and proposed Singapore deployment provide a framework for potential material sales, licensing and eligible carbon-removal revenue.
The offering withdrawal places renewed attention on the milestones that can substantiate that opportunity: commercial projects, repeat orders, sustainable margins and financing terms that support long-term growth.
About Verde Resources Inc.
Verde Resources develops sustainable infrastructure technologies, including engineered biochar solutions designed to reduce emissions, support recycled-material use and store carbon within road infrastructure.
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