Radiance Global Group Holdings Limited (Radiance Global Group) has signed two conditional subscription agreements to place 72.00 million new shares at HK$0.125 each, generating gross proceeds of HK$9.00 million and estimated net proceeds of HK$8.85 million.
The new shares equate to 10.00% of the company’s existing 720.00 million issued shares and 9.09% of the enlarged share capital of 792.00 million shares. The subscription price represents a 5.93% premium to the HK$0.118 closing price on 8 September 2026, as well as to both the five-day and ten-day average closing prices preceding the agreement date.
Subscribers and Connected Transaction • Subscriber A: China Integrated Traditional Chinese and Western Medicine Education Group Co., Limited • Subscriber B: China Liming Industry & Education Integration Group Co., Limited
Both entities are wholly owned by executive director Mr. Liu Yingdong, making the deal a connected transaction under Chapter 20 of the GEM Listing Rules. An Independent Board Committee comprising all independent non-executive directors—Mr. Leung Ka Wai, Mr. Dong Xinjian and Mr. Chen Yuquan—has been formed, with SBI China Capital Hong Kong Securities Limited appointed as Independent Financial Adviser.
Use of Net Proceeds (HK$8.85 million) 1. HK$3.00 million (33.90%) – Development and marketing of an e-commerce platform for sports memorabilia and cultural artefacts. 2. HK$2.00 million (22.60%) – Expansion and digitalisation of civil and structural engineering services, including planned entry into mainland China. 3. HK$1.95 million (22.03%) – Initial costs for a proposed artwork auction business in Hong Kong. 4. HK$1.90 million (21.47%) – General working capital, including compliance, staffing and office expenses.
Key Terms and Timeline • Completion is subject to Independent Shareholders’ approval of a specific mandate at an extraordinary general meeting (EGM) and to Stock Exchange listing approval. • Long-stop date: 13 November 2026. • Settlement in cash on completion; subscribers face a 12-month lock-up on disposing of the new shares. • If conditions are unmet by the long-stop date, agreements will lapse without liability for either party.
Post-Placement Shareholding • Bright Light International Holdings Limited (beneficially owned by chairman and CEO Mr. Liu Huanjin) will see its stake fall from 54.55% to 49.59% but remain controlling shareholder. • Subscribers collectively will hold 9.09% of the enlarged capital, while other public shareholders’ stake will dilute from 45.45% to 41.32%.
Next Steps Radiance Global Group will dispatch a circular, including the Independent Board Committee and Independent Financial Adviser reports, by 29 September 2026. Shareholders are advised that completion is not assured until all conditions are satisfied and to exercise caution when dealing in the company’s shares.