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CMON Limited Share Issue/Capital Change 2026

Feb 12, 2026

50172_rns_2026-02-12_5dd8db87-cbbd-46b6-90fa-d727e4ebe873.pdf

Share Issue/Capital Change

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

CMON LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1792)

COMPLETION OF THE PLACING OF NEW SHARES UNDER GENERAL MANDATE

Placing agent

References are made to the announcements of CMON Limited (the "Company", and together with its subsidiaries, the "Group") dated 19 January 2026, 2 February 2026 and 3 February 2026 in relation to, among others, the placing of new Shares under General Mandate by the Company (the "Announcements"). Unless otherwise defined, capitalised terms used in this announcement shall have the same meanings as defined in the Announcements.

COMPLETION OF THE PLACING OF NEW SHARES UNDER GENERAL MANDATE

The Board is pleased to announce that all the conditions set out in the Placing Agreement have been fulfilled and completion of the Placing (the "Completion") took place on 12 February 2026. An aggregate of 10,320,000 Placing Shares, representing approximately 16.67% of the issued share capital of the Company as enlarged by the allotment and issue of the Placing Shares immediately upon the Completion, have been successfully placed to not less than six Placees, at the Placing Price of HK\$0.9500 per Placing Share pursuant to the terms of the Placing Agreement, the Supplemental Letter and the Second Supplemental Agreement.

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To the best of the Directors' knowledge, information and belief, having made all reasonable enquiries, the Placees and their ultimate beneficial owners (where applicable) are Independent Third Parties, and none of the Placees has become a substantial shareholder (as defined in the Listing Rules) of the Company as a result of the Placing. The gross proceeds from the Placing are approximately HK\$9.8 million.

The net proceeds from the Placing, after deducting the placing commission and other related expenses incurred in relation to the Placing, amount to approximately HK\$9.4 million, which are intended to be applied for general working capital as to (i) approximately HK\$2.350 million for marketing and events, including participation in trade fairs and promotional campaigns; (ii) approximately HK\$5.875 million for game development, including prototype design, content development and artwork creation; and (iii) approximately HK\$1.175 million for normal operation of its sales of board games, miniature war games and other hobby products business.

EFFECTS ON THE SHAREHOLDING STRUCTURE

Immediately before the Completion Immediately after the Completion
Number of Number of
Shares Approx. % Shares Approx. %
Ng Chern Ann (1) ("Mr. Ng") 12,432,115 24.09 12,432,115 20.08
David Doust (2) ("Mr. Doust") 7,459,269 14.46 7,459,269 12.05
Frederick Chua Oon Kian (3)
("Mr. Chua") 5,501,120 10.66 5,501,120 8.88
Cheung Tak Shun Dickson (4)
("Mr. Cheung") 4,980,000 9.65 4,980,000 8.04
The Placees 10,320,000 16.67
Other public Shareholders 21,227,496 41.14 21,227,496 34.28
Total 51,600,000 100.00 61,920,000 100.00

Notes:

  • (1) The issued share capital of Cangsome Limited ("CA SPV") is wholly-owned by Mr. Ng, an executive Director and the sole director of CA SPV. CA SPV is beneficially interested in 12,432,115 Shares whereas Mr. Ng is beneficially interested in 442,855 share options of the Company (the "Share Options").
  • (2) The issued share capital of Dakkon Holdings Limited ("DD SPV") is wholly-owned by Mr. Doust, an executive Director and the sole director of DD SPV. DD SPV is beneficially interested in 7,459,269 Shares whereas Mr. Doust is beneficially interested in 442,855 Share Options.
  • (3) Mr. Chua, a non-executive Director, beneficially owns approximately 99.99% of the issued share capital of Quantum Asset Management Pte. Ltd. which holds 5,501,120 Shares and is beneficially interested in 159,428 Share Options.

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(4) The issued share capital of Brilliant Silver Investments Limited ("Brilliant Silver") is wholly-owned by Mr. Cheung. Brilliant Silver is beneficially interested in 4,980,000 Shares.

By order of the Board CMON Limited Ng Chern Ann

Chairman, Joint Chief Executive Officer and Executive Director

Singapore, 12 February 2026

As at the date of this announcement, the executive Directors are Mr. Ng Chern Ann and Mr. David Doust; the non-executive Directors are Mr. Frederick Chua Oon Kian and Ms. Li Xuejin; and the independent non-executive Directors are Mr. Wong Yu Shan Eugene, Mr. Choy Man and Mr. Leung Yuk Hung Paul.