Ourgame (Stock Code: 6899) disclosed that on November 3, 2025 (after trading hours), it and its wholly owned subsidiary Beijing Lianzhong, together with other parties, entered into an agreement to subscribe for 51% of the enlarged registered capital of Beijing Sanzuwu Consulting Co., Ltd. (“the Target Company”). The subscription amount is RMB31.20 million (approximately HK$34.22 million), and upon completion, the Target Company will become a non-wholly owned subsidiary of Ourgame.
According to available data, the Target Company’s registered capital will increase from RMB3.00 million to RMB6.12 million after the injection. Under the agreed payment structure, RMB5.60 million will be paid in cash within five working days after completion, while the remaining balance of approximately RMB25.60 million may be settled through the allotment of consideration shares (with a floor price mechanism at HK$0.50) or through cash, subject to the approval of shareholders and the Stock Exchange.
Beijing Sanzuwu Consulting Co., Ltd. is primarily engaged in drone R&D, AI-related technology research, talent training, and other low-altitude application services. Its scope of business also includes the operations of affiliated entities under the Target Group in drone technology, education, and related industries. Based on audited figures, the Target Group reported a net asset value of RMB238,000 as of December 31, 2023, and RMB171,000 as of December 31, 2024. Revenues were RMB3.53 million in the 2023 reporting period, RMB3.22 million in 2024, and RMB2.23 million in the first five months of 2025. Profit (loss) after tax was RMB374,000 in 2023, negative RMB66,000 in 2024, and RMB1.01 million in the first five months of 2025.
Ourgame expressed that the subscription aligns with its strategic focus by expanding its presence in AI and low-altitude drone applications. The proportion of equity acquired triggers the discloseable transaction requirements under Chapter 14 of the Listing Rules, as one of the applicable percentage ratios exceeds 5% but is below 25%. Consequently, this transaction is subject to relevant reporting and announcement obligations.