Graphex Group Limited (Stock Code: 6128) has published details of an Option Purchase Agreement involving the potential very substantial disposal of its indirect wholly-owned subsidiary, Graphex Technologies LLC. The vendor, Happy Growth Group Limited, and the purchaser, M2i Global, Inc., signed the agreement on 1 December 2025, granting M2i Global an exclusive option, subject to certain conditions, to buy 100% of the issued units of Graphex Technologies LLC for a total consideration of US$100 million.

According to the announcement, the disposal—if the option is exercised—will comprise both a cash component and newly issued M2i Global, Inc. shares. Under the Option Purchase Agreement, M2i Global pays US$500,000 in cash for the option, which remains valid for up to nine months from the effective date, with an option to extend for three more months. Completion of the proposed disposal is conditional on shareholders’ approval at an Extraordinary General Meeting (EGM) and on M2i Global maintaining its trading status on OTCQB or a national stock exchange in the United States.

Graphex Group’s board will seek a mandate from its shareholders to finalize the agreement once all conditions are met. An EGM is scheduled for 20 March 2026 in Hong Kong. If approved, the transaction will be classified as a very substantial disposal under the Listing Rules due to the size of the proposed deal relative to Graphex Group’s financials. Shareholders are encouraged to review the full announcement and circular for comprehensive details, including terms of the agreement, background on the subsidiary, financial information, and instructions on attending and voting at the EGM.