On January 20, 2026, the Company entered into the First Subscription Agreement with an Investor, pursuant to which the Company agreed to allot and issue to the Investor (i) up to 8 million Subscription Shares at a price of HK$0.92 per Subscription Share or 90% of the closing price of the Shares on the Stock Exchange on January 19, 2026 (being the last trading day preceding the date of the First Subscription Agreement), whichever is lower, and (ii) Warrants enabling the subscription of up to 31 million Warrant Shares at an exercise price of HK$1.97 per Warrant Share, while the Investor agreed to subscribe for the Subscription Shares and Warrants in accordance with the Share Subscription Financing Agreement. The total maximum consideration for the Subscription Shares is HK$7.36 million, to be paid in full by the Investor upon completion of the First Share Subscription. The 8 million Subscription Shares represent approximately (a) 0.84% of the total existing issued Shares as of the date of this announcement; and (b) 0.83% of the issued share capital as enlarged by the allotment and issue of the Subscription Shares. The subscription price is HK$0.85 per Subscription Share, representing a discount of approximately 8.60% to the closing price of HK$0.93 per Share on the Stock Exchange on the date of the First Subscription Agreement. The Company intends to use the net proceeds of approximately HK$6.8 million from the issue of the Subscription Shares (assuming full subscription by the Investor) for the following purposes: (i) approximately HK$4 million for the Saudi Industrial IP business. The Company has reached a cooperation agreement with the Saudi Arabian Ministry of Industry. Under this agreement, the Company will assist Saudi Industrial IP in achieving a comprehensive intelligent upgrade for its industrial IP. An initial investment of HK$8 million is estimated for expenses, including establishing the Company's headquarters in Saudi Arabia, team formation, business development, and project system design; and (ii) approximately HK$2.8 million for the Group's general working capital. The Warrants will be issued to the Investor at zero issue price. Based on a preliminary valuation of the Warrants' fair value prepared by an independent valuer, the estimated value per Warrant unit was approximately HK$0.143 as of January 20, 2026, with the total value of the 31 million Warrant units being HK$4.43 million. The Warrant exercise price is HK$1.97 per Warrant Share, representing a premium of approximately 111.83% to the closing price of HK$0.93 per Share on the Stock Exchange on the date of the First Subscription Agreement. The maximum of 31 million Warrant Shares represent (a) approximately 3.26% of the total existing issued Shares as of the date of this announcement; and (b) approximately 3.15% of the total issued share capital as enlarged by the allotment and issue of the Warrant Shares upon exercise of the subscription rights attached to the Warrants. The Company intends to allocate the net proceeds from the issue of the Warrant Shares (assuming full subscription of the Warrant Shares and raising the maximum net proceeds of approximately HK$60 million after deducting related expenses) as follows: (i) approximately 16.6% will be used to continue pursuing verified projects feasible for expanding the existing business, such as current sports-related IP projects (including the LaLiga Club project, which focuses on developing and designing physical and digital IP products related to LaLiga clubs, along with various promotional marketing activities and IP-themed street experience membership events). These projects aim to leverage Web3 and AI technologies to deeply exploit the Group's strong strategic partnerships and collaborations with numerous globally renowned brand owners or agents; (ii) approximately 41.7% will be used for IP licensing arrangements with high potential to generate substantial returns from investments in consumer sectors like culture, sports, tourism, healthcare, and wellness. The Company is currently seeking and evaluating relevant cooperation opportunities. As of the date of this announcement, no specific IP licensing arrangements have been identified; and (iii) approximately 41.7% will be used as general working capital, such as expanding the Group's internal business operations team to handle finance, investor relations, marketing, and daily operational roles. On January 20, 2026 (after trading hours on the Stock Exchange), the Company entered into a Placing Agreement with a Placing Agent concerning the Placing. The Placing Agent has conditionally agreed to act as the Company's agent on a best-efforts basis to procure not fewer than six Placees (whose ultimate beneficial owners must be independent third parties) to subscribe for up to 60 million new Shares pursuant to the terms and conditions of the Placing Agreement at the Placing Price (excluding possible Stock Exchange trading fees, SFC transaction levy, CCASS stock settlement fees, and brokerage commissions payable by the Placees). The Placing Shares represent: (a) approximately 6.30% of the total existing issued Shares as of the date of this announcement; and (b) approximately 5.93% of the total issued share capital as enlarged by the allotment and issue of the Placing Shares (assuming no change in the total number of issued Shares from the date of this announcement to the completion date except for the issuance of the Placing Shares by the Company). The Placing Price is HK$0.85 per Placing Share, representing a discount of approximately 8.60% to the closing price of HK$0.93 per Share on the Stock Exchange on the date of the Placing Agreement. Upon completion, the maximum gross proceeds from the Placing are expected to be approximately HK$51 million. The maximum net proceeds from the Placing (after deducting the placing commission and other related expenses, including professional fees) are estimated to be approximately HK$49.3 million, equivalent to a net issue price of approximately HK$0.82 per Placing Share. The Group intends to use the net proceeds for the following purposes: (i) approximately HK$5 million for the initial Phase 1 platform development and AI capability building, aimed at establishing a core technical team (approximately 5 to 10 front-end developers, 5 to 10 back-end developers, and 5 to 10 blockchain engineers) and engaging external technical services. This phase will also complete the preliminary design and framework development of the platform's foundational infrastructure (user system, trading engine). AI capabilities include developing AI data analysis models to improve connectivity between physical entities and the platform through technologies like QR codes, as well as developing a mobile application; (ii) approximately HK$15 million for investment in the Manchester United sports IP business. The Company and the Manchester United rights holder will conduct joint cooperation business involving Manchester United IP in Mainland China, Hong Kong, and Macau, including IP apparel, IP peripherals, and IP offline experiences. The Company intends to secure IP cooperation rights through a small capital investment and restricted use of funds to expand and enrich its sports IP business; (iii) approximately HK$4 million for the Saudi Industrial IP business. The Company has reached a cooperation agreement with the Saudi Arabian Ministry of Industry. Under this agreement, the Company will assist Saudi Industrial IP in achieving a comprehensive intelligent upgrade for its industrial IP. An initial investment of HK$8 million is estimated for expenses, including establishing the Company's headquarters in Saudi Arabia, team formation, business development, and project system design; (iv) approximately HK$3 million will be used for marketing and user ecosystem building through online and offline promotional activities to attract the first cohort of core users and merchants to the platform; and (v) the remaining HK$22.3 million will be used as the Group's general working capital, including daily operational expenses for the headquarters, professional service fees, and team expansion costs.