Jia Yao Holdings: Acquiring 80% of the target companys shares, with a maximum cost of HKD 430 million.

Gaia Holdings announced that on August 12, 2026, the company, as the buyer, entered into a sale and purchase agreement with the seller and the guarantor to acquire 80% of the total issued shares of the target company, for a maximum consideration of HKD 430 million. The company will pay the seller by allotting and issuing up to 20.5 million consideration shares at an issue price of HKD 21 per share. The target group is primarily engaged in the development and publishing of AI-driven internet games, as well as the development, consulting, and provision of services related to enterprise-level AI application technologies. Upon completion, the target company will become a subsidiary of the company, and its financial performance will be consolidated into the groups performance. The consideration shares represent approximately 3.42% of the company's existing issued share capital as of the announcement date, and approximately 3.30% of the issued share capital after the allotment and issuance of the consideration shares.