CEFC Hong Kong Financial Investment Company Limited (SEHK:1520) entered into a non binding letter of agreement to acquire Chengdu Dreamtoys Cultural Creativity Company Limited from Zeng Ge on December 22, 2021. The deal is subject to due diligence, approval by shareholders of Virtual Mind Holding Company and approval for the listing of, and permission to deal in, the consideration shares by the Listing Committee of the Stock Exchange. As of January 25, 2022, CEFC Hong Kong Financial Investment Company entered into an agreement to acquire Chengdu Dreamtoys Cultural Creativity Company from Zeng Ge for HKD 44 million. Under the terms, CEFC will pay HKD 4.4 million in cash and the remaining consideration will be satisfied by the allotment and issue of 180 million shares at a price of HKD 0.22 per share. The remaining consideration will be satisfied in batches of HKD 26.4 million, subject to lock-up agreement and HKD 13.2 million as profit guarantee subject to escrow agreement and lock-up agreement. The cash consideration will be funded by internal resources. In the year ending on December 31, 2021, Chengdu Dreamtoys Cultural Creativity Company had a net loss before and after tax of HKD 2.7 million, total assets of HKD 10.7 million and net liabilities of HKD 2.4 million. The deal is subject to regulatory approval. As of June 2, 2022, the deal has been approved by the shareholders of Virtual Mind Holding Company Limited.

Virtual Mind Holding Company Limited (SEHK:1520) completed the acquisition of Chengdu Dreamtoys Cultural Creativity Company Limited from Zeng Ge on July 15, 2022. Under the revised terms, Virtual Mind Holding Company will issue a promissory note of HKD 4.4 million instead of cash.