SMART-CORE has entered into a placement agreement with a placing agent. The agreement, signed after market hours on June 22, 2026, authorizes the agent to use its best efforts to arrange for no fewer than six independent placees to subscribe for up to 97,736,200 new shares.

The placement price is set at HK$3.00 per share. This represents a discount of approximately 15.01% compared to the closing price of HK$3.53 per share on the Hong Kong Stock Exchange on June 22, 2026, the date of the placement agreement.

Assuming no change in the company's issued share capital from the announcement date to the completion date, the maximum number of placement shares represents about 20.00% of the company's existing issued share capital and approximately 16.67% of the enlarged issued share capital upon their full issuance.

The placement shares will be issued under the company's general mandate and do not require further approval from shareholders. The company will apply to the Hong Kong Stock Exchange for the listing and permission to deal in the placement shares.

If all placement shares are successfully subscribed, the gross proceeds from the placement will amount to approximately HK$293 million. After deducting all related expenses, the estimated net proceeds are about HK$291 million.

The company intends to use the net proceeds from the placement to expand its memory and optoelectronic products business.