GOLDWAY EDU (08160) has announced that on July 24, 2026, the company entered into a placing agreement with a placing agent. Under the terms, the placing agent has agreed to use its best efforts to place up to 29.052 million new shares at a price of HK$0.395 per placing share to no fewer than six independent placees.

The maximum of 29.052 million new shares will be placed by the placing agent on a best-efforts basis. Assuming full placement of the placing shares, they will represent approximately 14.29% of the company's total issued share capital of 203 million shares as of the date of this announcement, and approximately 12.50% of the company's total issued share capital as enlarged by the placement. The nominal value of the placing shares is HK$14,526.

The placing price of HK$0.395 per share was determined by the company and the placing agent through arm's length negotiations, taking into account, among other factors, the recent trading prices of the shares on the GEM. This placing price represents a discount of approximately 16.0% compared to the closing price of HK$0.47 per share on the GEM on July 24, 2026 (the date of the placing agreement), and a discount of approximately 19.1% compared to the average closing price of approximately HK$0.488 per share over the last five full trading days immediately preceding that date.

The maximum number of placing shares is 29.052 million, representing approximately 14.29% of the company's total issued share capital of 203 million shares as of the date of this announcement, and approximately 12.50% of the company's total issued share capital as enlarged by the placement. The net proceeds from the placement are estimated to be approximately HK$11.3 million (assuming full placement of the placing shares and after deducting all related expenses), which will be used for general working capital purposes.