Key Disclosure: Dealings in Bright Smart Securities & Commodities Group Limited by Morgan Stanley Capital Services LLC

On 25 February 2026, a significant disclosure was made to the market regarding dealings in the shares of Bright Smart Securities & Commodities Group Limited (“Bright Smart”). The disclosure, made under Rule 22 of the Hong Kong Code on Takeovers and Mergers, relates to possible mandatory general offer activity and could have material implications for shareholders and investors.

Key Points from the Disclosure

• Party Involved: Morgan Stanley Capital Services LLC (“MSCS”), a Class (5) associate connected to the Offeror, with all transactions undertaken for its own account. MSCS is ultimately owned by Morgan Stanley.
• Date of Dealings: 24 February 2026
• Types of Transactions: A series of derivative transactions relating to the shares of Bright Smart, specifically categorized as “other types of products” under derivatives. These were unsolicited client facilitation trades, including both purchases and sales.

Detailed Transaction Breakdown

What Investors and Shareholders Need to Know

• Potential Mandatory General Offer: The disclosure was made in the context of a possible mandatory general offer for Bright Smart. Such offers typically occur when a party, or group of parties acting in concert, acquires a substantial stake in a company, triggering obligations under takeover regulations.
• Significant Transaction Sizes: The largest single transaction was a derivative related to 334,000 shares at a price of HK\$8.8733, both purchased and sold, corresponding to a transaction value of approximately HK\$2.96 million each way. These transactions could indicate significant positioning activity and may reflect expectations of corporate action or volatility in the underlying shares.
• Zero Resultant Balance: All positions resulting from these dealings are disclosed as having a resultant balance of zero, suggesting that these were closed positions and not ongoing exposures. This may imply risk-neutral hedging activity or back-to-back client facilitation.
• Price Sensitivity: The disclosure itself is price sensitive as it relates to possible control activity in Bright Smart, a scenario that typically leads to significant share price reactions due to speculation around an impending mandatory offer or change of control premium.

Implications for Shareholders

Shareholders should closely monitor developments regarding the possible mandatory general offer. The involvement of a major international financial institution such as Morgan Stanley, along with the scale and nature of the derivative transactions, may signal heightened interest and potential changes in ownership structure at Bright Smart. Any formal announcement of a general offer could result in a substantial revaluation of the company’s shares.

Conclusion

This disclosure is a material event for Bright Smart Securities & Commodities Group Limited. Investors are advised to keep abreast of further announcements or clarifications from the company or regulatory authorities, as the situation could develop rapidly and have a direct impact on share value.

Disclaimer: The above article is for informational purposes only and does not constitute investment advice or a recommendation to buy or sell any securities. Investors should perform their own due diligence and consult with professional advisors before making any investment decisions.

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