B.DUCK SEMK (02250) subsidiary plans to establish a joint venture to develop AI computing power and IP integration business

B.DUCK SEMK (02250) announces that on November 5, 2026, the Company's indirectly wholly-owned subsidiary, Der Ying Holdings Investment Limited (Der Ying Holdings), and Hong Kong Haixin Lihua Technology Co., Ltd. (the JV Partner, a company incorporated in Hong Kong) entered into a shareholders' agreement (the Shareholders' Agreement) in respect of the establishment and operation of a joint venture company in Hong Kong (the JV Company). The JV Partner is principally engaged in the trading of computer components, computing power servers and modules. As at the date of this announcement, the JV Company has not yet been established, and the JV Partner and its ultimate beneficial owners are third parties independent of the Company and its connected persons. Pursuant to the Shareholders' Agreement, Der Ying Holdings and the JV Partner will subscribe for 55% and 45% of the issued shares of the JV Company, respectively. The JV Company will be accounted for as a subsidiary of the Company, and its financial results will be consolidated into the financial statements of the Group. The JV Company will engage in the artificial intelligence and intellectual property (AI+IP) business, including the research and development, manufacturing, sales and distribution of intelligent hardware and Siasun Robot&Automation products, complete servers and computing power chip modules, intellectual property licensing and content operations, as well as computing power-related technical services. As part of the arrangement, the Group will grant the JV Company the rights to use the "B.Duck" brand, its IP matrix, content and brand resources, and channel resources. The JV Partner will contribute artificial intelligence, computing power (including complete servers and computing power chip modules) and intelligent hardware technical capabilities as well as its core team, and will be responsible for the daily operations of the JV Company through its nominated general manager. The Board believes that the establishment of the JV Company represents a synergistic combination of the Group's renowned B.Duck IP matrix and brand operation expertise with the JV Partner's artificial intelligence technology, computing power and hardware engineering capabilities, covering the entire value chain from product design and artificial intelligence technology to hardware manufacturing, marketing and sales channels. This cooperation aims to explore the commercial application of IP assets in scenarios such as generative artificial intelligence (AIGC) software, intelligent hardware and Siasun Robot&Automation, and to cultivate potential AI and IP-related software, computing power hardware and services, and AI-related revenue in addition to the Group's IP licensing revenue. The Board further believes that the establishment of the JV Company will help the Group capture the growth opportunities arising from the integration of AI technological transformation and IP commercialization, thereby driving the progressive realization of the Group's "AI+IP" strategic layout.