CAI Corp (00080) has signed a conditional subscription agreement with its controlling shareholder Longling Capital, wholly owned by Chairman Cai Wensheng, to issue 430.00 million new shares at HK$0.33 each. Gross proceeds will total HK$141.90 million, with estimated net proceeds of HK$141.40 million after expenses.
The issue price represents premiums of 10.0% to the 29 May 2026 closing price (HK$0.300) and 6.8% to the five-day average (HK$0.309). It is also 24.5% above the HK$0.265 closing price on the latest practicable date (14 July 2026) and 135.71% higher than the unaudited net asset value per share of HK$0.14 at 31 May 2026.
Post-placement, Longling Capital’s stake will rise from 61.07% to 67.49%, while public float will fall from 38.93% to 32.51%. The 430.00 million new shares equal 19.74% of existing issued capital and 16.49% of the enlarged share base.
Use of funds: • HK$134.40 million (95.05%) earmarked for investments in listed and unlisted securities focused on artificial intelligence and Web3 companies across major markets by June 2027. • HK$7.00 million (4.95%) allocated to general working capital, including directors’ fees, salaries, professional fees and rentals.
Background & rationale: Management cites a drop in cash and cash equivalents from HK$29.10 million at 31 Dec 2025 to HK$2.10 million at 31 May 2026, alongside limited recurring income, as reasons for strengthening the capital base. Alternative financing routes—bank debt, bonds, rights issues or placements—were deemed less viable due to higher costs, collateral requirements and timing uncertainties.
Key conditions: • Independent shareholders’ approval at an extraordinary general meeting on 6 Aug 2026. • Listing approval for the new shares. • No suspension or withdrawal of CAI Corp’s listing before completion.
Historical fundraising: The company last raised HK$230.11 million net via a rights issue in November 2025, directing 90% to Crypto-AI and Web3 investments and 10% to working capital.
Voting arrangements: Longling Capital, Mr. Cai and their associates will abstain from voting on the subscription. All resolutions at the EGM will be decided by poll.
Completion is targeted by 31 Aug 2026, subject to the above conditions.