First Sponsor Group Limited Announces Significant Corporate Developments for H2 2025

Key Highlights

• Incorporation of Multiple New Subsidiaries and Associated Companies in China
• Increase in Equity Stake in Major Associated Company (NSI N.V.)
• Acquisition of Additional Stake in Shenzhen Heshuntongye Industrial Co., Ltd.
• Cessation and Dissolution of Dormant or Non-material Entities

Details of Corporate Actions

A. Incorporation of Subsidiaries

• New Subsidiaries under First Sponsor (Guangdong) Group Limited (FSGD):
  • Dongguan Dongfu No.8 Industrial Investment Co., Ltd.
    • Date of Incorporation: 25 August 2025
    • Equity Structure: 90% owned by FSGD
    • Registered Capital: RMB 79,000,000
    • Principal Activity: Investment holding and property management
  • Dongguan Dongfu No.10 Industrial Investment Co., Ltd.
    • Date of Incorporation: 25 August 2025
    • Equity Structure: 90% owned by FSGD
    • Registered Capital: RMB 28,000,000
    • Principal Activity: Investment holding and property management
  • No capital contribution has been made to these subsidiaries as of the announcement date.
• New Subsidiary under Chengdu Millennium Zhong Ren Real Estate Co., Ltd. (ZR):
  • Sichuan Huamuli Hotel Management Co., Ltd.
    • Date of Incorporation: 10 December 2025
    • Ownership: 100% owned by ZR
    • Registered Capital: RMB 5,000,000
    • Principal Activity: Hotel management
    • Capital Contribution: RMB 500,000 in cash made by ZR

B. Change of Interest in a Subsidiary

• FS Dongguan No. 11 Investment Consultancy Co., Ltd. increased its stake in Shenzhen Heshuntongye Industrial Co., Ltd. (“Fenggang HoldCo”):
  • Date: 8 September 2025
  • Acquired an additional 2% equity interest (from unrelated non-controlling interests) for RMB 200,000
  • Net asset value attributable to the 2%: RMB 10,897,991 (as of acquisition date)
  • Result: The Group’s effective equity interest in Fenggang HoldCo increased from 90% to 92%

C. Change of Interest in an Associated Company (NSI N.V.)

• Significant Increase in Shareholding of NSI N.V. by Group Entities Ps 46.10 Pte. Ltd. and FS NL Holdings B.V.:
  • Shares acquired: 670,798 shares through open-market purchases
  • Total Consideration: Approximately S\$20.1 million (€13.7 million)
  • Post-Acquisition Holding: 5,852,530 shares (29.0% of NSI’s issued shares as at 31 Dec 2025), up from 25.7% at 30 June 2025
  • Share of results attributable to the Group from NSI for the period: S\$12.1 million (€8.2 million)
  • This is material to the Group’s profit and loss for FY2025; however, it does not have a material impact on the Group’s financial position as at 31 December 2025.

D. Incorporation of an Associated Company

• Establishment of Sichuan Gushu Shanhai Cultural & Creative Management Co., Ltd. (SGSSCC):
  • Date of Incorporation: 12 September 2025
  • Ownership: 40% by ZR, 60% by unrelated third party
  • Registered Capital: RMB 5,000,000
  • Principal Activity: Retail of cultural items
  • Capital Contribution: ZR (RMB 400,000); Third party (RMB 600,000)

E. Cessation of an Associated Company

• Divestment of Interest in Shanghai Qilu Junkun Enterprise Development Partnership (Limited Partnership) (SHJK):
  • Date: 11 September 2025
  • Transferred entire 47.8% interest for nil cash consideration to an unrelated third party
  • Reason: Net asset value of the interest was nil (as of the transfer date)
  • Result: SHJK ceased to be an associated company of the Group

F. Dissolution of Subsidiaries

• Dissolution of Dormant or Non-Operating Entities:
  • FS Dongguan No. 3 Ltd (dormant, BVI) – dissolved 15 October 2025
  • Shanghai Qilu Enterprise Development Co., Ltd. (general partner of SHJK, 58% equity interest) – dissolved 17 November 2025

Potentially Price Sensitive Information for Shareholders

• The major development that may impact share price is the Group’s increased stake in NSI N.V., a listed company on Euronext Amsterdam. The increase from 25.7% to 29.0% ownership, coupled with a S\$12.1 million share of results attributable to the Group for FY2025, is material to the Group’s profit and loss for the year. This strategic move may strengthen the Group’s income and influence in NSI N.V.
• Other incorporations, divestments, and dissolutions are not expected to have a material impact on the Group’s consolidated earnings per share or net tangible assets per share for FY2025.

Conclusion

First Sponsor Group’s recent corporate actions reflect its ongoing efforts to optimise its group structure, strengthen its investment portfolio, and focus on higher-value assets and associated companies. The material increase in the Group’s holding in NSI N.V. is particularly noteworthy for investors, as it is expected to have a significant positive effect on the Group’s bottom line for the year ended 31 December 2025.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors are advised to read official company filings and seek professional guidance before making any investment decisions.

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