Giordano International (00709) has issued an announcement stating that its board of directors received a request from Sino Wealth International Limited and Clear Prosper Global Limited to release a joint announcement published by the two parties on February 16, 2026. The announcement pertains to, among other matters, payments to be made to relevant shareholders.

This announcement refers to a news release issued by the Securities and Futures Commission (SFC) on February 16, 2026, concerning the company and the SFC's claims. These claims relate to compliance with Rule 26.1 and Rule 5 of the Takeovers Code in May 2016 and September 2022, respectively. Sino Wealth and Clear Prosper have denied and continue to deny all allegations related to these claims.

Following amicable discussions, the SFC, Sino Wealth, and Clear Prosper have decided to resolve their differences regarding the claims by way of a settlement under section 12.3 of the Introduction to the Takeovers Code. Sino Wealth and Clear Prosper have agreed to implement a payment plan on terms explicitly agreed upon with the SFC. This settlement is made without any admission of liability or wrongdoing by Sino Wealth, Clear Prosper, or any related persons, including the CP Group.

Sino Wealth and Clear Prosper will provide the following payment plan to the relevant shareholders: (a) 2016 Payment - Each 2016 shareholder, defined as a shareholder on May 18, 2016 (excluding Sino Wealth, BestSincere Limited, and Firstrate Enterprises Limited), will receive a cash payment of HKD 0.996 for each share held by that shareholder in 2016. (b) 2022 Payment - Each 2022 shareholder, defined as a shareholder on September 13, 2022 (excluding Sino Wealth, BestSincere Limited, and Firstrate Enterprises Limited), will receive a cash payment of HKD 0.412 for each share held by that shareholder in 2022.

By October 16, 2026, an adjudicator will make a final decision on the claims submitted by review applicants. Notifications will be sent via ordinary mail to all review applicants informing them of the success or failure of their claim. For unsuccessful applicants, the notification will specify the reasons for rejection.

By October 30, 2026, the adjudicator will dispatch a cheque, payable to the successful claimant and issued by a licensed bank in Hong Kong, to each successful claimant for the payment of their entitlement.