AGTech Holdings Limited（08279）Announces to Hold SGM on November 18 about the Acquisition of Macau Pass

AGTech Holdings Limited ("AGTech") (08279) issued a circular on the evening of October 28 and will hold a special general meeting ("SGM") on November 18 regarding the acquisition of the entire equity of Macau Pass Holding Limited ("Macau Pass") to present a resolution to approve the acquisition agreement and the proposed transaction under it at a maximum price of HK $778 million.

Upon Closing, Macau Pass will become an indirect wholly-owned subsidiary of AGTech and its financial statements will be consolidated into the financial statements of AGTech Group. The Directors are of the view that the acquisition would create tremendous synergies to the Group's existing business, particularly to the mobile games and entertainment and supply of non-lottery hardware businesses.

Macau Pass is a well established and leading payment service provider in Macau with a strong position in physical payment card, e-wallet and acquiring services. It is an excellent investment opportunity for AGTech to realize its strategy. The integration with an e-wallet operator will provide the Group with its own platform to enhance the potential economic benefits of its games and entertainment business. The Group may utilize its technical capabilities and experience to build a mobile games and entertainment platform attached to MPay, which provides integrated features combining games and entertainment contents, online shopping and reward points redemption service for the enjoyment of the MPay users, thereby enhancing users' stickiness and loyalty in using the MPay platform, and increasing the commission income that may be earned by Macau Pass. Through the operations of the platform, it is anticipated that AGTech would be able to access the online traffic volume from the MPay e-wallet payment platform and enjoy different streams of income generated around games and entertainment businesses.

In conclusion, AGTech considers that the acquisition is consistent with the corporate strategy of the Group in pursuing overseas investments and globalizing its business portfolio, as well as strengthening its presence in the Macau market, and is in line with the overall interests of the company and shareholders.