Hill Valley Investment Co Ltd (the “Offeror”) and Grace Wine Holdings Limited (Stock Code: 8146) announced the close of their mandatory unconditional cash offers on February 24, 2026. The offers were not revised or extended, and acceptance closed at 4:00 p.m. on the same day.

According to the announcement, four valid acceptances were received under the share offer, amounting to 1.09 million shares, representing approximately 0.13% of Grace Wine Holdings Limited’s 813.00 million issued shares. No acceptances were received under the option offer. With the share offer price at HK$0.12491 per share, the total consideration is HK$0.14 million. Remittances for validly tendered shares will be dispatched no later than March 5, 2026.

Following completion, the Offeror and parties acting in concert with it hold 590.57 million shares, or about 72.64% of the company’s total issued share capital. The remaining 214.43 million shares, approximately 26.38% of the share capital, continue to be held by the public, meeting the required public float under the GEM Listing Rules.

Alongside these developments, several director resignations took effect upon the publication of this announcement. Outgoing directors have confirmed no unresolved disagreements with the board. In addition, a new chairperson, chief executive officer, and authorized representative have been appointed, and the company’s investment committee has been dissolved. Changes in board committees have also been implemented, including appointments to the audit, remuneration, and nomination committees as announced.