DL Holdings GP (01709) plans to acquire 2995 mining machines.

DL Holdings GP (01709) announces that on October 17, 2025, the company has signed formal agreements with BM1 and BM2 for the acquisition of BM mining machines (including 1900 BM mining machine 1 and 1095 BM mining machine 2), with a total BM price of $8.3491 million (equivalent to HK$65.1228 million) and $10.8766 million (equivalent to HK$84.8378 million) respectively. The acquisition of BM mining machines and BTC mining machines (collectively referred to as the "acquisition transactions") will enable the group to obtain industry-leading bitcoin mining hardware, directly supporting the group's ambition to become the first listed "bitcoin hashrate stock" in Hong Kong. The total hashrate within three years is approximately 2.1 millionT, with a target total annual output of about 350 bitcoins and a planned reserve of over 1,000 bitcoins. Based on the total hashrate of about 1.06 millionTH/s, the expected annual output of BM mining machines is about 175 bitcoins. By acquiring a total of 2,995 S21e Hyd./S21e XP Hyd. mining machines from the BM acquisition transaction (and 2,200 Antminer S21XP Hyd. mining machines from the BTC mining machine acquisition transaction), the group will achieve a leading position in bitcoin mining hashrate. In order to assess and monitor the computing power of BM mining machines, the group's digital assets department has dedicated operational personnel, using transparent third-party ASIC mining machine management platforms and mining pool monitoring dashboards to monitor hashrate, temperature, and performance data in real time, objectively validate mining machine operating results, and monitor mining machine status in real time. The department also compares mining pool allocation records, expected and actual mining revenue reconciliation, and claimed versus actual hashrate, while setting trigger thresholds for anomaly monitoring to identify and correct performance deviations in a timely manner. The group's digital assets department is led by a senior professional with over 10 years of experience in the cryptocurrency and blockchain industry, covering investment, mining operation, ecosystem development, and digital asset management. The project leader has an academic background in computer science and practical experience in blockchain investments, familiar with engineering systems and mining machine operations. Other project members have experience in compliance with cryptocurrency exchanges and the development of blockchain project operations procedures, familiar with daily regulatory and compliance requirements for digital asset activities. Acquiring BM1 and BM2 for the BM acquisition transactions will also help the company obtain high-quality mining machines located in premium hosting locations, essential for improving operational efficiency and ensuring uninterrupted mining activities. These locations provide stable power supply, cooling facilities, and network connectivity, crucial for maintaining competitive mining profits and asset value. Before or at the time of delivering the BM mining machines, the group will sign custodial services framework agreements with the designated custodial service providers for BM1 and BM2 for daily operation and maintenance of the BM mining machines. These service providers will offer comprehensive hosting and maintenance services for servers at data center facilities in Oman and Paraguay, charging monthly service fees. Custodial and maintenance services mainly include providing a controlled environment physical space, adequate server rooms and racks, power load and facilities, network facilities, cooling and dust prevention equipment, security monitoring, and other facilities required for stable and efficient mining operations. Additionally, the group will oversee the overall operation of the BM mining machines, centrally manage key operational aspects, including mining pool connections, revenue wallet address management, and mining performance policy execution. These custodial arrangements and oversight comply with industry practices for custodial mining operations, ensuring operational efficiency consistent with the group's overall strategic objectives. Given that mining operations are conducted by custodial service providers, the group will implement a series of security measures to safeguard assets. All mined bitcoins will be directly stored in custodial wallets, and assets will be securely stored and managed in accordance with institutional-grade custody standards. The custodial and operational agreements will include provisions for intervention and migration rights, Service Level Agreement (SLA) compensation measures, and regular inspection and audit clauses. These arrangements provide continuous supervision, operational transparency, and effective protection for the group's digital assets. Bitmain (the parent company of BM1 and BM2) is the world's largest and most technologically advanced bitcoin mining machine manufacturer, with its Antminer series setting industry standards in performance, energy efficiency, and reliability. Bitmain continues to innovate, introducing advanced liquid cooling technology including the S21XP Hyd. model, providing the group with significant operational efficiency and key competitive advantages for sustained profitability. Through its custodial and management arrangements with Bitmain, the group not only gains access to top-of-the-line hardware supply but also enjoys prioritized access to continuous technical support, firmware upgrades, and future mining machine innovations. Through direct relationships with the world's top mining hardware supplier Bitmain, these custodial partnerships ensure that the group receives continuous supply, technical support, and operational expertise, strengthening the group's technical advantage, operational resilience, and expansion capability in a highly competitive industry with high technological barriers and fierce innovation competition. The Board believes that signing the formal agreements with BM will bring long-term financial returns and value to shareholders. The BM acquisition will further strengthen the group's leading position in bitcoin mining business among listed companies in Hong Kong, creating diversified sources of income and enabling the group to seize market opportunities for rapid expansion in the digital assets and blockchain sectors. Considering the above benefits, the Board considers the terms of the formal agreements and the proposed transactions to be normal commercial terms and fair, and in line with the overall interests of the company and shareholders.