HATCHER GROUP (08365) intends to issue promissory notes with a principal amount of HK$30 million to acquire the entire equity interest in Pan Asia Fengtai International Financial.

HATCHER GROUP (08365) announces that on September 25, 2026 (after trading hours), the Company entered into an agreement with the seller, Ark Invest Holdings Limited, in respect of the acquisition. Pursuant to the agreement, the Company has conditionally agreed to acquire, and the seller has conditionally agreed to sell, the sale shares (representing the entire issued share capital of the target company, Pan Asia Fengtai International Financial Limited), at a consideration of HK$30 million, which will be settled upon completion by way of the issue by the Company to the seller (or its nominee as the seller may direct in writing) of a promissory note. The principal amount of the promissory note is HK$30 million, representing 100% of the consideration (principal), with an annual interest rate of 5%. Upon completion, the target company will become a direct wholly-owned subsidiary of the Company, and the financial results of the target group will be consolidated into the accounts of the Group. The Company has been actively seeking development opportunities to diversify its business operations and sources of income. The Directors believe that the acquisition provides an opportunity for the Group to expand its scope of professional corporate services and capture the potential of the capital market. The target company's principal business is the provision of industry consulting and corporate consulting-related services, which overlap with and are complementary to the Group's existing businesses (including the provision of environmental, social and governance advisory, business consulting, company secretarial, accounting and tax, and risk management and internal control advisory services). As both the Group and the target company operate in Hong Kong, the Directors believe that the acquisition will enable the Group to expand its scale of operations and strengthen its market position, thereby capturing a larger share of customer demand and enhancing the Group's sources of income. In addition, the target company is currently applying for a listing on Nasdaq. The Directors believe that the acquisition will enable the Group to participate in the target company's future growth and capital market potential. At the same time, the proposed listing of the target company may enhance the value of the Group's investment in the target company and provide the Group with potential future exit opportunities.