On December 10, 2025, the buyer, Yifeng Construction Limited (an indirect wholly-owned subsidiary of M&L HOLDINGS (08152)), entered into a sale and purchase agreement with sellers Palmieri S.P.A., Patrizia Pierallini, and Liu Yuxin. Under the agreement, the buyer conditionally agreed to acquire, and the sellers conditionally agreed to sell, 11.32 million ordinary shares (representing 100% equity) of the target company, Ming Yi Group Limited, for a total consideration of €650,000 (approximately HK$5.87 million).

As part of its strategic growth objectives, the Group's management has been actively exploring business opportunities both locally and overseas. Prior to completion, the target group served as a supplier to the Group. The Board believes the acquisition will diversify the Group's existing business portfolio and expand revenue streams, bringing significant strategic and operational benefits.

The vertical integration of the target group as an upstream supplier is expected to create synergies for the Group's operations. Through this acquisition, the Group will gain full control over production processes, reducing costs and enhancing competitive advantages. Additionally, the Group will leverage the target group's production capacity and brand recognition to expand its product offerings.

The acquisition also grants the Group exclusive distribution rights for certain products, such as disc cutter tools, significantly broadening its market reach. This will help the Group explore new growth opportunities in mainland China and Singapore.

Furthermore, the Board considers the purchase price favorable, as it represents a discount to both the assessed value and audited net asset value of the target group.