FICUS TECH (08107) entered into a subscription agreement with Arena Business Solutions Global SPC II, Ltd.

FICUS TECH (08107) Announcement: On March 3, 2025, the company entered into a subscription agreement with investors (Arena Business Solutions Global SPC II, Ltd), granting the company the right to issue and sell shares to the investors from time to time as stated in this announcement, with the investors subscribing for up to a maximum of $100 million (equivalent to about HK$780 million) worth of shares. As part of the investor's execution and settlement of the subscription agreement, the company will, in accordance with the GEM Listing Rules, present a special resolution involving a special mandate at a general meeting of shareholders for independent shareholders to approve, for the issuance or prompting issuance of committed fee shares totaling $2 million. The committed fee shares are priced at HK$0.60 per share, which is approximately 1.64% discount compared to the closing price of HK$0.61 per share at the Stock Exchange on March 3, 2025 (the date of the subscription agreement). The announcement states that the main reason for entering into the subscription agreement is to obtain flexible and substantial sources of funding, with the company able to obtain up to $100 million from the investors. The share credit line arrangement provides the necessary financial resources to support its working capital needs, general corporate purposes, and growth opportunities. The share credit line arrangement also provides great flexibility, allowing the company to request drawdowns as needed instead of taking out the entire financing at once, thus avoiding significant and immediate dilution. By arranging drawdowns based on the prevailing stock prices and funding needs at the time, the company can ensure continued access to funds regardless of market conditions to support efficient operations and strategic planning. By choosing to pay the commitment fee in the form of committed fee shares rather than cash, the company can reserve cash to address other critical operational needs or investment opportunities.