Rectitude Holdings announced a $32.625 million financing facility to buy Bitcoin, but the deal expired without any drawdown. The facility, signed on August 25, 2025, had an outside date of October 9, 2025, and was never used. The company's financial statements show no Bitcoin holdings.
The deal that wasn't
The facility allowed Rectitude to sell shares to investors Constantinople Limited and Chen Zhiqiang at a 2.5% discount to a three-day pricing benchmark. But the investors' obligation to purchase shares was conditional on an effective registration statement (Form F-1) and a valid advance notice. No Form F-1 was ever filed.
No filing, no Bitcoin
Without that registration statement, the investors never had to buy a single share. The company's public announcement of a Bitcoin strategy generated headlines, but it didn't result in any actual Bitcoin purchases. The facility's outside date came and went on October 9, 2025, and it expired without any drawdown.
What the books show
Rectitude's interim and annual financial statements tell the same story: no issuance of shares, no proceeds from the facility, and no Bitcoin or digital asset holdings. The company never held the cryptocurrency it said it would buy.
The timing isn't great for a company that made a splashy announcement. But the facts are clear: the financing facility was a non-event. The outside date passed, the deal expired, and Rectitude Holdings has not purchased any Bitcoin.
