IDT INT'L (00167) has announced that on February 13, 2026, the company entered into a placement agreement with a placing agent. The agent has conditionally agreed to act on a best-efforts basis to procure at least six placees to subscribe for up to 86.6664 million placement shares at a price of HK$1.88 per share. Assuming the total number of issued shares remains unchanged from the date of this announcement to the completion date, the maximum of 86.6664 million placement shares represents approximately 20.00% of the existing issued share capital as of the announcement date and about 16.67% of the enlarged issued share capital following the allotment and issue of the placement shares.

The placement price of HK$1.88 per share represents a discount of approximately 19.66% to the closing price of HK$2.34 per share on the date of the placement agreement, and a discount of about 12.23% to the average closing price of approximately HK$2.142 per share for the last five consecutive trading days preceding the agreement date.

Assuming all 86.6664 million placement shares are successfully placed, the gross proceeds from the placement are expected to be approximately HK$163 million. After deducting all related expenses, including but not limited to placement commissions, professional fees, and other relevant costs, the net proceeds are estimated to be around HK$161 million. This equates to a net issue price of approximately HK$1.85 per placement share.

The company intends to allocate the net proceeds as follows: approximately HK$80.35 million, or about 50.0% of the net proceeds, will be reserved for future investments when business opportunities arise; and another HK$80.35 million, also about 50.0%, will be used to supplement the group's general working capital. This includes settling accounts payable and other liabilities, funding the design and development stages of the group's new products, and covering indirect costs such as employee expenses, rental costs, and general administrative expenses incurred in the group's daily operations.

A portion of the net proceeds, representing about 50.0%, will be retained for potential future investments or projects when suitable opportunities emerge. These may include investments related to the group's existing business or opportunities that align with its development strategy and aim to enhance shareholder value. As of the announcement date, no specific investment targets have been identified.

The directors believe that the net proceeds from the placement will provide additional funding for the group's operations and future development, strengthen its financial position, and broaden the company's shareholder and capital base. This will supply working capital to meet the group's financial needs without incurring any interest burden.