Zhisheng Group Holdings (08370) intends to acquire equity interests in Intelligence Advantage Limited and the sale loan for USD 16.9534 million.

Zhisheng Group Holdings (08370) announces that on September 18, 2026 (after trading hours), the buyer (Zhisheng Group Holdings Limited, the Company) and the seller entered into a sale and purchase agreement, pursuant to which the buyer has conditionally agreed to acquire and the seller has conditionally agreed to sell (i) the sale shares and (ii) the sale loan at the consideration. Upon completion, the target company Intelligence Advantage Limited will become a direct non-wholly-owned subsidiary of the Company, and the financial results of the target group will be consolidated into the financial results of the Company. The consideration is USD 16.9534 million, being the sum of (a) USD 13.40 million, the total amount paid up and contributed by the seller in respect of the sale shares, and (b) USD 3.5534 million, the sale loan. The target company Intelligence Advantage Limited is an investment holding company incorporated in the British Virgin Islands, owned as to approximately 51.94% and 48.06% by the seller and Speed Ventures Limited respectively. Speed Ventures Limited is an investment holding company of a registered limited partnership fund (the Fund), whose general partner's director and shareholder is Mr. Wen Li. The seller is Mr. Ma Minghui, an executive Director and substantial shareholder. As at the date of this announcement, Mr. Ma holds 26.33 million shares through Sun Universal Limited, a company wholly owned by him, representing approximately 14.13% of the existing issued share capital of the Company. The Board has no intention to downsize or change the scale of its furniture business. Meanwhile, the Group's business strategy has been to expand its data center business in Thailand and to provide data center services to top internet companies in Thailand through multi-year contracts. The Thailand data center market is an important foothold for the Group's international data center business layout and a core layout for undertaking the overseas expansion needs of Chinese artificial intelligence customers. As disclosed in the Company's circular dated April 30, 2025, the Thailand data center market is one of the emerging markets for data center development in Southeast Asia, with a market value of USD 1.56 billion in 2024, expected to reach USD 3.19 billion by 2030, representing a compound annual growth rate of approximately 12.66%. Major government initiatives such as Thailand 4.0 and the Eastern Economic Corridor, together with tax incentives and the approval of multiple data center and cloud service projects by the Thailand Board of Investment, have created a favorable investment environment. Building and managing its own multi-tenant hyperscale artificial intelligence data center has also been a long-term goal of the Group.