Qidian Guofeng acquires AI company for HK$460m in share-based deal

China Qidian Guofeng Holdings Limited announced the acquisition of HongKong HuiLiu Limited, an AI technology company focused on AI-driven enablement services for the e-commerce sector. The HK$460,000,000 acquisition will be settled by the allotment and issue of 94,069,530 Consideration Shares at an Issue Price of HK$4.89 per share. These shares represent approximately 5.19% of the company's existing issued share capital and 4.94% of its enlarged issued share capital upon completion.

The acquisition is a discloseable transaction under Listing Rules but is exempt from circular and shareholders' approval requirements. The company will apply to the Listing Committee for the listing and permission to deal in the Consideration Shares. Completion is scheduled for the fifth business day after all conditions precedent are met, after which the Target Company will become a wholly-owned subsidiary of China Qidian Guofeng Holdings Limited.

The Target Group is subject to a performance guarantee for 2025 and 2026, requiring audited revenue of not less than RMB50,000,000 and RMB60,000,000 respectively, and cumulative audited net profit of no less than RMB44,000,000. The acquisition aims to integrate AI capabilities into existing business operations, particularly in the baijiu and education-related training service segments, to enhance shareholder value and secure the core team's commitment.