According to the announcement from WAN KEI GROUP (01718), on February 5, 2026, the company's wholly-owned subsidiary (the buyer) entered into a sale and purchase agreement (the sale and purchase agreement) with an independent third party (the seller) who is the sole shareholder of the target company. Under the sale and purchase agreement, the buyer agrees to purchase 70% of the issued shares of House Clover Ventures Limited (the target company), a company incorporated in the British Virgin Islands, for a cash consideration of HKD 2.31 million, and the seller agrees to sell. Upon completion of the acquisition, the target company will become a non-wholly-owned subsidiary of the company, and its financial performance will be consolidated into the group's financial statements.

The target company is engaged in the food and beverage business and has entered into exclusive distribution and trademark licensing agreements with a well-known Japanese coffee brand. The company currently operates two boutique coffee shops of this Japanese coffee brand in prime locations in Shanghai and manages an online sales platform for coffee beans and other coffee-related products of the same brand.

Through the acquisition, the group can directly enter the rapidly growing boutique coffee retail industry in Shanghai. Driven by the increase in consumer purchasing power, changes in urban lifestyles, and preferences for high-end brand experiences, the demand for high-quality boutique coffee in the region continues to grow. The operational business established by the target company, through physical coffee shops and e-commerce sales of coffee beans and related products, provides a diversified and sustainable source of income. The board believes that the acquisition presents a good opportunity for the group to achieve business and revenue diversification, ultimately enhancing the group's business performance and profitability, which aligns with the overall interests of the company and its shareholders