Date: 23 February 2026
Subject: Mandatory General Offer – Disclosure of Dealings in Shares of Bright Smart Securities & Commodities Group Limited
Key Points for Investors
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Morgan Stanley & Co. International plc has officially disclosed multiple derivative transactions relating to the shares of Bright Smart Securities & Commodities Group Limited.
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These dealings were reported to the Hong Kong Executive in accordance with Rule 22 of the Hong Kong Code on Takeovers and Mergers.
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All derivatives transactions were executed as unsolicited client facilitation purchases—meaning Morgan Stanley acted on behalf of clients but entered into these trades for its own account.
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Morgan Stanley & Co. International plc is a Class (5) associate and is connected with the Offeror, which may indicate a potential mandatory general offer situation.
Detailed Breakdown of Derivative Transactions
| Transaction Date |
Product Type |
Nature of Dealings |
Number of Securities |
Maturity/Closing Date |
Reference Price |
Total Value (HKD) |
| 20 February 2026 |
Derivatives (Other types of products) |
Unsolicited Client Facilitation – Purchase |
6,000 |
29 October 2027 |
\$9.0402 |
\$54,241.07 |
| 20 February 2026 |
Derivatives (Other types of products) |
Unsolicited Client Facilitation – Purchase |
24,000 |
30 November 2027 |
\$9.0241 |
\$216,579.58 |
| 20 February 2026 |
Derivatives (Other types of products) |
Unsolicited Client Facilitation – Purchase |
33,600 |
7 February 2028 |
\$9.0067 |
\$302,624.00 |
| 20 February 2026 |
Derivatives (Other types of products) |
Unsolicited Client Facilitation – Purchase |
38,000 |
30 September 2026 |
\$9.0402 |
\$343,526.77 |
| 20 February 2026 |
Derivatives (Other types of products) |
Unsolicited Client Facilitation – Purchase |
50,400 |
7 February 2028 |
\$9.0067 |
\$453,936.00 |
Potential Price-Sensitive Information
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The disclosure of these sizeable derivative transactions may be viewed as potentially price sensitive for Bright Smart Securities & Commodities Group Limited, particularly in the context of a possible mandatory general offer.
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Although all resultant balances for these derivative positions are reported as zero—implying no net open position at reporting—investors should remain alert for any subsequent changes in positions, which could signal further market-moving activity.
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The fact that Morgan Stanley, as a connected person to the Offeror, is actively involved in these trades underscores the significance of ongoing corporate events that could affect the company’s share price.
What Shareholders Need to Know
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These disclosures are made under legal obligations tied to potential takeover activity. The possible mandatory general offer referenced in the disclosure means shareholders should stay vigilant for formal announcements regarding any offer to acquire shares at a premium.
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Shareholders should monitor further disclosures as any formal bid or change in Morgan Stanley’s shareholding (direct or derivative exposure) could have a direct impact on market sentiment and share valuation.
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The reported reference prices (all around HK\$9.00 per share) may also serve as a reference point for any potential offer price, although there is no guarantee until an official offer is made.
Conclusion
The disclosure by Morgan Stanley & Co. International plc signals active interest and involvement in the securities of Bright Smart Securities & Commodities Group Limited, possibly in anticipation of a major corporate action such as a takeover. Investors should closely follow further developments and official announcements to make informed decisions regarding their holdings.
Disclaimer: The information provided herein is based on public disclosures made under the Hong Kong Code on Takeovers and Mergers. This article does not constitute financial advice. Investors are advised to conduct their own due diligence and consult professional advisors before making investment decisions.
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