The company SINOFORTUNE-NEW (ASX: 08123) has announced that on June 15, 2026, it entered into a subscription agreement with Mr. Wang Jiawei, a director of the company. Under this agreement, the company will issue approximately 215 million capitalization shares to Mr. Wang.

The subscription price for the capitalization shares is HK$0.10 per share, representing a discount of approximately 29.1% to the closing price of HK$0.141 per share as quoted on the Stock Exchange. The total subscription price payable by Mr. Wang amounts to HK$21,549,900, which will be settled by offsetting an equivalent amount of shareholder loans owed by the company to him.

Following the completion of the subscription, the issued share capital of the company will be enlarged. Mr. Wang Jiawei, together with parties acting in concert with him, will hold interests in approximately 253 million shares, equivalent to about 73.51% of the company's total issued share capital as enlarged by the issuance of the capitalization shares.

Mandatory General Offer Triggered

Pursuant to Rule 26.1 of the Takeovers Code, upon completion of the subscription, Mr. Wang Jiawei is required to make a mandatory unconditional cash offer for all issued shares not already owned or agreed to be acquired by him and his concert parties. The offer price is set at HK$0.10 per share.

The maximum cash consideration payable by Mr. Wang under this mandatory general offer is approximately HK$9,134,100.

Trading Resumption and Director's Role

The company has applied to the Stock Exchange for the resumption of trading of its shares, which is scheduled to commence at 9:00 a.m. on Wednesday, June 24, 2026.

Mr. Wang Jiawei is currently a substantial shareholder of the company and is set to become its controlling shareholder following the allotment and issuance of the capitalization shares. He has served as an executive director and a member of the company's nomination committee since May 2013. Furthermore, he was appointed as the Chairman, Chief Executive Officer, and a member of the remuneration committee on September 22, 2015, and also holds directorships in several subsidiaries within the group.