TIAN TU CAPITAL (01973.HK): Disclosed Transaction — Invests US$25m in Topos AI Infrastructure

NewTimeSpace News: On 23 September 2026 (after market close), Tian Tu Capital Co., Ltd. (the "Company") announced that, through its wholly-owned subsidiary Tiantu GP Company, it entered into a subscription agreement with Topos AI Infra Holdings to subscribe for approximately 16.7% of its issued share capital for a total consideration of US$5 million; around the same time, another wholly-owned subsidiary, Tiantu Investments, also entered into an agreement with Topos AI Infra Holdings to subscribe for approximately 40.0% of the issued share capital of Topos AI Infra Investments for a total consideration of US$20 million. Accordingly, the Group's total commitment under the subscription agreements amounts to US$25 million.

The announcement disclosed that Tiantu Global Management (a wholly-owned subsidiary) will act as the managing shareholder of Topos AI Infra Holdings and is required to invest the total amount of funds it raises (approximately US$30 million) in Topos AI Infra Investments. The investment objective of Topos AI Infra Holdings is to directly or indirectly invest in portfolio companies engaged in the artificial intelligence industry, which may be conducted through special purpose vehicles; as of the date of this announcement it has received shareholder commitments of US$30 million (of which US$5 million is from the Group and US$25 million from independent third parties), and the targeted commitment size is currently expected to reach up to US$200 million. As the highest applicable percentage ratio of the Group's highest total commitment exceeds 5% but all such ratios are below 25%, the transaction constitutes a discloseable transaction requiring compliance with the notification and announcement requirements under Chapter 14 of the Listing Rules.

The Company stated that Topos AI Infra Holdings also entered into subscription agreements with Merit Get International Limited and Sky Dragon Management Limited, who will subscribe for approximately 33.33% and 50% of the participating shares respectively (for considerations of US$10 million and US$15 million); Tiantu Global Management previously subscribed for one ordinary share of Topos AI Infra Holdings for a nominal consideration of US$1. The term of Topos AI Infra Holdings runs to the fifth anniversary of its funds-raising closing date, and may be extended twice for one year each upon director resolution; upon expiry or when the investment objective is substantially achieved, its directors will manage its affairs with a view to orderly realisation of assets and distribute to shareholders.

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