Asset Chain Limited has entered into a non-binding memorandum of understanding (MOU) dated 29 June 2026 with CW Capital Holdings, paving the way for a potential US$20.00 million subscription of interest-bearing convertible notes to fund the target’s e-commerce working-capital platform.

Under the MOU, three investors—Asset Chain (the Group), Superior Link Holdings (its blockchain-focused joint venture) and Shenzhen Jiezhou Technology—plan to subscribe in aggregate for the notes, with Asset Chain aiming to commit approximately US$10.00 million. Key commercial terms, including conversion ratio and coupon, will be finalised in a definitive agreement following due diligence and valuation.

CW Capital, an investment holding company incorporated in the Cayman Islands, operates through Hong Kong-based subsidiary Qupital Limited, which since 2016 has delivered funding exceeding US$500.00 million to more than 500 cross-border e-commerce merchants. Qupital is backed by venture capital funds, strategic corporates, family offices and a receivables-backed securitisation line from global banks.

Asset Chain views the proposed investment as an avenue to: 1. Diversify beyond its core property development and investment activities into the fast-growing fintech and cross-border e-commerce financing space. 2. Align with its blockchain joint venture—formed with Harvest Vast (Futu Holdings subsidiary), iMerchants Asia (Hony Capital JV) and Taichi Miza/Mixa—by integrating blockchain financial technology and potential asset tokenisation. 3. Capture synergies with Jiezhou’s AI-driven risk assessment capabilities, deepening exposure to cross-border e-commerce lending.

Financing for the US$10.00 million commitment is expected to come from internal resources and/or external debt facilities; discussions with funding partners are ongoing.

As the MOU is non-legally binding, the proposed transaction may not proceed. Should a formal agreement be reached, the deal would constitute a notifiable transaction under Hong Kong Listing Rules, and further announcements will be made as required. Shareholders and prospective investors are advised to exercise caution when dealing in Asset Chain securities.