Virtual Mind Holding Company Limited (Stock Code: 1520) released an announcement regarding a subscription agreement and a placing of new shares under a specific mandate. The initiatives include issuing Subscription Shares, Warrants, and Placing Shares to strengthen the company’s financial position and fund business expansion.

Under the subscription agreement dated 20 January 2026, the company intends to allot and issue up to 8,000,000 Subscription Shares at HK$0.85 per share and also issue Warrants to subscribe for up to 31,000,000 Warrant Shares at a Warrant Exercise Price of HK$1.97 per share. The maximum consideration for the Subscription Shares is HK$7.36 million, while the Subscription Price of HK$0.85 represents an 8.60% discount to the last closing price of HK$0.93 and an 11.64% discount to the average closing price of HK$0.962 over the five consecutive trading days prior to the agreement. The Warrants’ exercise price is set at a premium of 111.83% over the HK$0.93 closing price.

Concurrently, the company entered into a placing agreement to place up to 60,000,000 new shares at HK$0.85 each under a specific mandate. The Placing Shares represent 6.30% of the existing issued share capital and will account for 5.93% of the enlarged share capital upon completion. After deducting expenses, the maximum net proceeds from the placing are estimated at approximately HK$49.30 million.

Proceeds from the Subscription Shares, expected to total about HK$6.8 million, will partially fund a Saudi Industrial IP business initiative and contribute to general working capital. Funds raised upon full exercise of the Warrants, estimated at around HK$60 million, are earmarked for sports IP projects, potential IP licensing, and general working capital. The placing proceeds will be allocated to developing new technology platforms, expanding sports IP partnerships, furthering engagement in Saudi projects, and supporting overall operations.

Shareholders will vote on these transactions at an upcoming Extraordinary General Meeting. The completion of both the subscription agreement and the placing is subject to conditions, including shareholder approval and clearance by the Listing Committee of The Stock Exchange of Hong Kong Limited.