YUNFENG FIN (00376) announced that on September 16, 2025 (before trading hours), the company, seller Jade Passion Limited, and the placing agent entered into a placement and subscription agreement, pursuant to which: (i) the seller has agreed to sell, and the placing agent has severally (but not jointly or jointly and severally) agreed to act as agent for the seller to use best endeavours to procure not less than six placees to purchase 191 million sale shares at a placement price of HK$6.10 per sale share; and (ii) the seller has conditionally agreed to subscribe for, and the company has conditionally agreed to allot and issue to the seller under the general mandate, subscription shares at a placement price of HK$6.10 per subscription share (where the number of such subscription shares shall be the same as the number of sale shares actually placed by the placing agent pursuant to the placement and subscription agreement). The placement price of HK$6.10 per share represents a discount of approximately 16.8% to the closing price of HK$7.33 per share as quoted on the Stock Exchange on the last trading day. Assuming all sale shares are placed, the sale shares represent approximately 4.95% of the existing issued share capital as at the date of this announcement and approximately 4.71% of the issued share capital as enlarged by the allotment and issuance of the subscription shares immediately after completion of the subscription. The estimated gross proceeds and net proceeds are approximately HK$1.17 billion and approximately HK$1.15 billion, respectively.