CWT INT'L (00521): Its subsidiary has entered into agreements and instruments to carry out internal restructuring steps.

CWT INT'L (00521) announces that subsidiaries of the Group entered into agreements and instruments on November 13, 2026 to carry out internal restructuring steps (the "Internal Restructuring"). As at the date of this announcement, CWT SG (a company incorporated under the laws of Singapore) and the Buyer are both indirectly wholly-owned subsidiaries of the Company. CWT SG holds, among others, the entire issued share capital of the Buyer; 97.375% of SFGPL; and 97.375% of PSGPL, while the Seller holds 2.625% of SFGPL and PSGPL. In order to streamline the corporate structure of the Group's financial services segment and consolidate the equity interests in the financial services business held by CWT SG in preparation for the Proposed Spin-off, the Internal Restructuring will be effected principally by way of the Buyer acquiring from CWT SG and the Seller the entire equity interest in SFGPL and PSGPL. Upon completion of the Internal Restructuring, the Buyer will own the entire equity interest in SFGPL and PSGPL. The Company has submitted an application to the Stock Exchange pursuant to Practice Note 15 (PN15) in relation to the Proposed Spin-off of the Buyer and its separate listing on Nasdaq. The Stock Exchange has confirmed that the Company may proceed with the Proposed Spin-off. As part of the Internal Restructuring, the Buyer and the Seller entered into a share purchase agreement, pursuant to which: (1) the Seller agreed to sell and the Buyer agreed to acquire (a) the PSGPL Sale Shares, representing 2.625% of the issued share capital of PSGPL (an indirectly non-wholly-owned subsidiary of the Company), for a consideration of US$484,200; and (b) the SFGPL Sale Shares, representing 2.625% of the share capital of SFGPL (an indirectly non-wholly-owned subsidiary of the Company), for a consideration of US$3,868,300; and (2) the Buyer agreed to allot and issue (a) the PSGPL Consideration Shares; and (b) the SFGPL Consideration Shares, together representing 2.625% of the enlarged issued share capital of the Buyer immediately after the Disposal, to settle the PSGPL Consideration and the SFGPL Consideration (equivalent to an issue price of US$1.00 per Buyer Share).