Valor Energy Inc: issues warrants and reports Nasdaq compliance

What happened

• The filing reports that Valor Energy Inc. (formerly known as Senmiao Technology Limited) closed transactions from a securities purchase agreement entered on Nov 14, 2025 and issued warrants on Oct 19, 2026 following stockholder approval at the annual meeting on Jun 11, 2026. The Nov 14, 2025 transaction provided for issuance of 1,350,000 shares of common stock and pre-funded warrants to purchase 905,000 shares in a registered direct offering for aggregate gross proceeds of $2,800,000, and in a separate private placement the company agreed to issue warrants to purchase up to 4,510,000 shares, subject to stockholder approval.
• The filing also reports that on Aug 21, 2026 Nasdaq notified the company of non-compliance with the minimum stockholders’ equity requirement under Rule 5550(b)(1). The company described actions it took, including a Jun 25, 2026 closing of a securities offering that issued 10,000,000 shares and warrants to purchase 40,000,000 shares, net proceeds of approximately $10,230,000, a stockholder-approved increase in authorized common stock from 50,000,000 to 500,000,000 effective Aug 6, 2026, and the reclassification of the June 2026 warrants from derivative liabilities to stockholders’ equity effective Aug 6, 2026. The company submitted a compliance plan to Nasdaq on Oct 5, 2026 and states that it believes it has regained compliance with the $2,500,000 minimum stockholders’ equity requirement.

Key details

• Issued on Oct 19, 2026: warrants to purchase up to 4,510,000 shares after stockholder approval on Jun 11, 2026.
• Registered direct offering (Nov 14, 2025): 1,350,000 shares and pre-funded warrants to purchase 905,000 shares for aggregate gross proceeds of $2,800,000.
• Jun 25, 2026 offering: 10,000,000 shares issued and warrants to purchase 40,000,000 shares; net proceeds approximately $10,230,000; as of Jun 30, 2026 the June 2026 warrants were recorded as derivative liabilities with a fair value of approximately $41,900,000.
• Authorized shares increased from 50,000,000 to 500,000,000, effective Aug 6, 2026, enabling reclassification of the June 2026 warrants from derivative liabilities to stockholders’ equity.

Why it may matter

• Item 3.02 (unregistered sales of equity securities) covers the private placement and the issuance of shares and warrants described in the filing.
• Item 8.01 (other events) covers Nasdaq’s notice of non-compliance with the minimum stockholders’ equity requirement, the company’s increase in authorized common stock, the reclassification of the June 2026 warrants from liabilities to equity, and the submission of a compliance plan to Nasdaq.
• The filing does not show why the company acted.