Brainhole Technology Limited Announces Discloseable Transactions for Acquisition of AOI and AXT Shares under Hong Kong Listing Rules

Brainhole Technology Limited Announces Discloseable Transactions: Acquisitions of AOI and AXT Shares

Key Highlights

Brainhole Technology Limited (Stock Code: 2203) has acquired significant stakes in two Nasdaq-listed US technology companies: Applied Optoelectronics, Inc. (AOI) and AXT, Inc. (AXT).
AOI Acquisition: 13,400 shares bought at a total consideration of approximately US\$1.3 million (about HK\$9.9 million), implying an average price of about US\$95.33 per share.
AXT Acquisition: 29,000 shares acquired for approximately US\$1.2 million (about HK\$9.0 million), at an average price of approximately US\$39.78 per share.
Both acquisitions were financed by proceeds from the Further Disposal of TeraWulf Shares (sale of 212,300 TeraWulf shares).
Both AOI and AXT acquisitions are considered discloseable transactions under the Hong Kong Listing Rules, as the transaction sizes exceed 5% but are below 25% of the company’s relevant financial ratios.

Details of the Transactions

Acquisition of AOI Shares

Date: 4 March 2026
Shares Acquired: 13,400
Total Consideration: US\$1.3 million (about HK\$9.9 million)
Average Price per Share: US\$95.33 (about HK\$741.64)
Funding: Proceeds from the sale of TeraWulf shares
Counterparties: Identities unknown due to open market purchases; believed to be Independent Third Parties

Acquisition of AXT Shares

Date: 4 March 2026
Shares Acquired: 29,000
Total Consideration: US\$1.2 million (about HK\$9.0 million)
Average Price per Share: US\$39.78 (about HK\$309.50)
Funding: Proceeds from the sale of TeraWulf shares
Counterparties: Identities unknown due to open market purchases; believed to be Independent Third Parties

Company Profiles & Financial Information

Applied Optoelectronics, Inc. (AOI)

Nasdaq Symbol: AAOI
Business: Leading vertically integrated provider of fiber-optic networking products for internet data centers, cable television, telecommunications, and fiber-to-the-home.
2024 Financials (Audited):

Net Revenue: US\$249.4 million
Net Loss: US\$186.7 million
Net Assets: US\$229.1 million as of December 2024

2025 Financials (Audited):

Net Revenue: US\$455.7 million
Net Loss: US\$38.2 million
Net Assets: US\$733.9 million as of December 2025

AXT, Inc. (AXT)

Nasdaq Symbol: AXTI
Business: Developer and manufacturer of high-performance compound and single element semiconductor wafer substrates (InP, GaAs, Ge). Applications include 5G, data centers, optical networks, LEDs, lasers, sensors, power amplifiers, and satellite solar cells.
2024 Financials (Unaudited):

Revenue: US\$99.4 million
Net Loss: US\$11.8 million
Net Assets: US\$216.3 million as of December 2024

2025 Financials (Unaudited):

Revenue: US\$88.3 million
Net Loss: US\$23.2 million
Net Assets: US\$296.6 million as of December 2025

Strategic Rationale and Potential Impact

Corporate Strategy: Brainhole Technology is diversifying into innovative technologies to leverage its expertise in smart technology and broaden its investment portfolio in the semiconductor and smart living sectors.
Management sees technological innovation as a key economic driver and expects these investments to enhance long-term shareholder value.
The Board has a positive outlook on AOI and AXT’s future prospects and financial performance, viewing the acquisitions as opportunities to generate higher investment returns and expand the company’s exposure to quality technology assets.
Both transactions were undertaken at prevailing market prices, suggesting confidence in the current valuations.
These acquisitions may be price sensitive, as they signal a strategic shift toward higher-growth technology sectors and could impact Brainhole Technology’s risk profile, financial exposure, and future earnings volatility.

Listing Rules and Shareholder Implications

Both acquisitions exceed 5% in the applicable percentage ratios under the Hong Kong Listing Rules, making them discloseable transactions subject to announcement and reporting requirements. No shareholder approval is required at this stage.
Investors should monitor further developments, especially regarding the performance of AOI and AXT, as well as Brainhole’s ability to manage and integrate these investments into its broader strategic framework.

Board Statement

The Board of Brainhole Technology, led by Chairman and Executive Director Zhang Liang Johnson, asserts that the terms of the acquisitions are fair and reasonable, and in the best interests of the company and its shareholders.

Conclusion

These acquisitions represent a substantial move by Brainhole Technology Limited into the US technology sector, specifically targeting fiber-optic networking and advanced semiconductor materials. The transactions are likely to be price-sensitive, reflecting a strategic pivot and enhanced growth ambitions for the Group. Investors are encouraged to assess the potential risks and rewards as Brainhole integrates these investments into its operations.

Disclaimer: The information in this article is for general informational purposes only and does not constitute investment advice. Investors should consult their own advisors before making investment decisions. The company’s share price may be affected by the performance of its new investments, market conditions, and other factors outside the company’s control.