Coolpad Group Limited — M&A Activity 2026

Feb 25, 2026

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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.

COOLPAD GROUP LIMITED

酷派集團有限公司

(incorporated in the Cayman Islands with limited liability) (Stock Code: 2369)

DISCLOSEABLE TRANSACTION ACQUISITIONS OF LISTED SECURITIES IN RELATION TO CRYPTO ASSETS

INVESTMENT PLAN

In middle February 2026, the Company has adopted an Investment Plan, under which the Group may acquire up to US\$5.00 million (equivalent to approximately HK\$39.05 million) of securities listed/ETF traded in the United States in relation to the crypto assets sector through on-market transactions.

THE ACQUISITION

The Board announces that, on 25 February 2026 (Hong Kong Time), Digital Tech, a wholly-owned subsidiary of the Company, acquired a total of 39,000 MSTR Shares at an aggregate consideration of approximately US\$4.98 million (equivalent to approximately HK\$38.89 million) (excluding stamp duty and related expenses), representing approximately US\$127.58 (equivalent to approximately HK\$996.40) per MSTR Share.

Implications under the Listing Rules

As the highest applicable percentage ratio under Rule 14.07 of the Listing Rules in respect of the aggregated amount of the Acquisition exceeds 5% but is below 25%, the Acquisition constitutes a discloseable transaction for the Company pursuant to Chapter 14 of the Listing Rules and is therefore subject to reporting and announcement requirement but exempt from the shareholders' approval requirement under the Listing Rules.

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(1) INVESTMENT PLAN

In middle February 2026, the Company has adopted an Investment Plan, under which the Group may acquire up to US\$5.00 million (equivalent to approximately HK\$39.05 million) of securities listed/ETF traded in the United States in relation to the crypto assets sector through on-market transactions.

Acquisitions of such listed securities shall be executed at the Board's discretion according to market conditions. The Board will exercise the powers to purchase such listed securities pursuant to the Investment Plan and in accordance with the Listing Rules, the amended and restated memorandum of association and articles of association of the Company, and all other applicable laws and regulations.

Information of the listed securities to be acquired under the Investment Plan

The Board intends to acquire listed securities in the crypto assets sector, such as MSTR and interests in exchange-traded funds (ETFs) that are listed in the United States from time to time, such as IBIT.

Details of MSTR are set out in the sections headed "Information of MSTR" in this announcement.

Reasons for and benefits of the Investment Plan

Having considered the atmosphere, market trend and outlook for blockchain technology and crypto assets, the Board is of the view that investment in listed securities in the crypto assets sector is an opportunity for the Company to expand its digital currencies business. The Board believes that the Investment Plan would allow the Group to achieve a more diversified business segments balance, and provide an alternative channel of income to the Group.

Shareholders and potential investors should note that any listed securities/ETFs that the Group may purchase under the Investment Plan will depend on market conditions and will be made at the Board's discretion. The crypto assets market is volatile in the near term and the prices of such listed securities may be subject to fluctuations. There is therefore no assurance as to the timing, quantity, type or price of any listed securities/ETFs to be purchased and/or sold under the Investment Plan. Accordingly, Shareholders and potential investors are advised to exercise caution when dealing in the Shares.

The Company will continue to comply with the relevant requirements under the Listing Rules in relation to the Investment Plan and the transactions contemplated thereunder.

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(2) THE ACQUISITION

The Board announces that, on 25 February 2026 (Hong Kong Time), Digital Tech, a wholly-owned subsidiary of the Company acquired a total of 39,000 MSTR Shares at an aggregate consideration of approximately US\$4.98 million (equivalent to approximately HK\$38.89 million) (excluding stamp duty and related expenses), representing approximately US\$127.58 (equivalent to approximately HK\$996.40) per MSTR Share.

As the Acquisition was conducted in the open market, the identities of the counterparties to the Acquisition cannot be ascertained. To the best knowledge, information and belief of the Directors and having made all reasonable enquiries, each of the counterparties to the Acquisition and their respective ultimate beneficial owner(s) is a third party independent of the Company and its connected persons as at the date of this announcement.

Following the Acquisition, according to publicly available information as at the date of this announcement, the Group holds approximately 0.01% of the total number of outstanding shares of MSTR. MSTR will not be subsidiary of the Company following the Acquisitions.

Consideration

The aggregate consideration of the Acquisition amounts to approximately US\$4.98 million (equivalent to approximately HK\$38.89 million) (excluding stamp duty and related expenses).

The consideration, which had been settled in cash by the Group's internal financial resources, represented the then prevailing market prices of the relevant shares acquired at the relevant time of the Acquisition.

Information of MSTR

According to publicly available information, MSTR is a Bitcoin Treasury company incorporated in the State of Delaware, the United States. Its Class A common stock is listed on Nasdaq Global Select Market (stock symbol: MSTR).

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Set out below is the financial information of MSTR as extracted from the published documents of MSTR:

	For the year ended 31 December 2025 (audited)		For the year ended 31 December 2024 (audited)		For the year ended 31 December 2023 (audited)
	US\$'000	HK\$'000	US\$'000	HK\$'000	US\$'000	HK\$'000
Revenue Income/(loss) before	477,233	3,727,190	463,456	3,619,591	496,261	3,875,798
income tax		(5,525,954) (43,157,701)		(1,934,346) (15,107,242)	(124,525)	(972,540)
Net income/(loss)		(3,848,152) (30,054,067)	(1,166,661)	(9,111,622)	429,121	3,351,435

Based on MSTR's published documents, it had an audited consolidated net asset value of approximately US\$44,123.46 million (equivalent to approximately HK\$344,604.22 million) as at 31 December 2025 and US\$18,229.98 million (equivalent to approximately HK\$142,376.14 million) as at 31 December 2024, respectively.

Information of the Group and Digital Tech

The Group is principally engaged in the production and sale of mobile phones and accessories, the provision of wireless application services and leases of properties. The Group actively pursues opportunities in Web 3.0 digital currency business.

Digital Tech is an investment holding company incorporated in the British Virgin Islands and a direct wholly-owned subsidiary of the Company.

Reasons for and benefits of the Acquisitions

As stated in the section headed "Reasons For and Benefits of the Investment Plan" in this announcement, the Group is actively pursuing opportunities to enter into the digital currency sector. Having considered the principal activities, future prospect and development potential of MSTR, the Board is of the view that the Acquisition are opportunities for the Group to acquire attractive investment, which will enhance investment return and allow the Group to expand its digital currencies business.

Given the Acquisition was conducted in the open market at the then prevailing market prices, the Directors consider that the Acquisition is on normal commercial terms, fair and reasonable and in the interests of the Company and its shareholders as a whole.

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Implications under the Listing Rules

As the highest applicable percentage ratio under Rule 14.07 of the Listing Rules in respect of the aggregated amount of the Acquisition exceeds 5% but is below 25%, the Acquisition constitutes a discloseable transaction for the Company pursuant to Chapter 14 of the Listing Rules and is therefore subject to reporting and announcement requirement but exempt from the shareholders' approval requirement under the Listing Rules.

DEFINITIONS

In this announcement, unless the context otherwise requires, the following expressions shall have the following meaning:

"Acquisition" has the meaning ascribed to it in the section headed "(2) The

Acquisition" in this announcement

"Board" the board of Directors of the Company

"Company" Coolpad Group Limited, a company incorporated in the

Cayman Islands with limited liability, the shares of which are listed on the Main Board of the Stock Exchange (stock

code: 2369)

"connected person(s)" has the meaning ascribed to it under the Listing Rules

"Digital Tech" Digital Tech Inc., a company incorporated in the British

Virgin Islands and a direct wholly-owned subsidiary of the

Company

"Director(s)" director(s) of the Company (including independent non-

executive director(s))

"Group" the Company and its subsidiaries

"HK\$" Hong Kong dollars

"Hong Kong" the Hong Kong Special Administrative Region of the

People's Republic of China

"independent third party(ies)" an individual or a company who or which is independent

of and not connected with (within the meaning of the Listing Rules) any Directors, chief executive or substantial shareholders, of the Company, its subsidiaries or any of their

respective associates

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"Investment Plan" has the meaning ascribed to it in the section headed "(1)

Investment Plan" in this announcement

"Listing Rules" the Rules Governing the Listing of Securities on the Stock

Exchange

"MSTR" Strategy Inc, a company incorporated in the State of

Delaware, the United States, with its Class A common stock listed on Nasdaq Global Select Market (stock symbol:

MSTR)

"MSTR Share(s)" the Class A common stock with par value of US\$0.001 per

share of MSTR listed on Nasdaq Global Select Market

"Share(s)" ordinary share(s) of the Company with par value of HK\$0.1

per share

"Shareholder(s)" holder(s) of the shares of the Company

"Stock Exchange" The Stock Exchange of Hong Kong Limited

"US\$" United States dollars, the lawful currency of the United

States of America

"%" per cent.

By order of the Board Coolpad Group Limited Chen Jiajun Executive Director

Chief Executive Officer

Chairman

Hong Kong, 25 February 2026

As at the date of this announcement, the Board comprises (i) two executive Directors, namely Mr. Chen Jiajun and Mr. Ma Fei; (ii) two non-executive Directors, namely Mr. Liang Rui and Mr. Xu Yibo; and (iii) three independent non-executive Directors, namely Mr. Guo Jinghui, Ms. Wang Guan and Mr. Cheuk Ho Kan.

For the purpose of this announcement, unless otherwise specified, conversion of US\$ into HK\$ is based on the approximate exchange rate of US\$1.00 = HK\$7.81. Such exchange rate is for the purpose of illustration only and does not constitute a representation that any amounts in US\$ and HK\$ have been, could have been or may be converted at such rate or any other exchange rate.