YUNFENG FIN (00376.HK): Sells Yunfeng Financial Markets for HKD 8.05 Million, Restructures Licensed Entities

NewTimeSpace News: On 18 September 2026, Yunfeng Financial Group Limited (stock code: 00376) announced that the Company entered into a sale and purchase agreement with Mega Investment (HK) Limited, Yunfeng Financial Markets Limited (YFML) and Mr. Yu Feng to sell 125,000,000 YFML shares, representing its entire issued share capital, at a preliminary consideration of HKD 8,054,998, payable in full in cash by the buyer on completion.

The preliminary consideration comprises a licence premium of HKD 4,000,000 and the target company's net asset value of HKD 4,054,998 as at 30 June 2026, subject to a dollar-for-dollar adjustment in both directions by reference to its net asset value for the five business days immediately preceding completion, with an upward adjustment capped at HKD 3,945,002. The buyer is wholly owned by Mr. Yu Feng, the Company's chairman, non-executive director and controlling shareholder, who indirectly holds 45.02% of the Company's issued shares, and is therefore a connected person of the Company.

The highest applicable percentage ratio for the disposal is more than 0.1% but less than 5%, so it is subject to the reporting and announcement requirements under Rule 14A.76 of the Listing Rules and is exempt from the circular (including independent financial advice) and independent shareholders' approval requirements; the Company is not required to appoint an independent financial adviser but has voluntarily appointed one to advise on whether the consideration and its basis are fair and reasonable. Completion is subject to the fulfilment and/or waiver of conditions precedent, with a long-stop date of one year from the date of the agreement, extendable by agreement by no more than 90 days. Mega has obtained SFC approval to become a substantial shareholder of YFML.

The Company said the disposal is intended to restructure its licensed entity structure and eliminate overlapping functions. Following completion, the Company will continue to conduct regulated activities through Yunfeng Securities Limited and Yunfeng Asset Management Limited, both of which have had their licences upgraded to provide virtual asset trading and asset management services; YFML lacks digital asset business capability and positioning and is therefore being disposed of.

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