Brainhole Technology Limited Announces Multiple Discloseable Securities Transactions

Key Highlights

• Brainhole Technology Limited (Stock Code: 2203) has executed further acquisitions and disposals of listed securities, with significant implications under Hong Kong Listing Rules.
• Transactions include further acquisitions of Applied Optoelectronics, Inc. (AOI) and AXT, Inc. (AXT) shares, and further disposal of Nebius Group N.V. shares.
• The aggregated consideration of these transactions crosses key thresholds, making them discloseable under Chapter 14 of the Listing Rules.
• Transaction details, financials, and strategic rationale provided, with implications for shareholders and potential impact on share price.

Transaction Details

Further Acquisition of AOI Shares

On 13 March 2026, Brainhole Technology Limited further acquired 5,700 AOI shares in the open market for US\$0.6 million (HK\$5.0 million). The average price per AOI Share was approximately US\$112.2 (HK\$872.92).

Combined with previous acquisitions, the total investment in AOI shares in the past 12 months reaches US\$1.9 million (HK\$14.9 million). The transaction was financed by proceeds from the disposal of Nebius Shares.

Further Acquisition of AXT Shares

On 13 March 2026, Brainhole Technology Limited further acquired 13,600 AXT shares in the open market for US\$0.6 million (HK\$5.0 million). The average price per AXT Share was approximately US\$46.97 (HK\$365.43).

Combined with previous acquisitions, the total investment in AXT shares in the past 12 months reaches US\$1.8 million (HK\$13.9 million). The transaction was also financed by proceeds from the disposal of Nebius Shares.

Further Disposal of Nebius Shares

On 13 March 2026, Brainhole Technology Limited disposed of 14,200 Nebius shares in the open market for US\$1.5 million (HK\$12.0 million). The average price per Nebius Share was approximately US\$108.29 (HK\$842.47).

Combined with previous disposals, total proceeds from Nebius shares disposed in the past 12 months amount to US\$3.5 million (HK\$26.9 million).

Following this disposal, the Company retains 43,400 Nebius Shares.

Financial Information on Target Companies

Applied Optoelectronics, Inc. (AOI)

• AOI is a Delaware-based provider of fiber-optic networking products for internet data centers, cable TV, telecom, and fiber-to-the-home markets.
• Key financials:
  • 2024: Net revenue US\$249.4m, net loss US\$186.7m, net assets US\$229.1m
  • 2025: Net revenue US\$455.7m, net loss US\$38.2m, net assets US\$733.9m

AXT, Inc. (AXT)

• AXT develops and manufactures high-performance semiconductor wafer substrates used in 5G, data centers, optical networks, LEDs, lasers, sensors, wireless devices, and satellites.
• Key financials:
  • 2024: Revenue US\$99.4m, net loss US\$11.8m, net assets US\$216.3m
  • 2025: Revenue US\$88.3m, net loss US\$23.2m, net assets US\$296.6m

Nebius Group N.V. (Nebius)

• Nebius is a Netherlands-incorporated technology company, listed on Nasdaq, focusing on cloud and AI infrastructure.
• Key financials:
  • 2024: Revenue US\$91.5m, net loss US\$641.4m, net assets US\$3,253.7m
  • 2025: Revenue US\$529.8m, net income US\$101.7m, net assets US\$4,613.2m

Listing Rules Implications and Shareholder Impact

Shareholders should note: The aggregated transactions for AOI, AXT, and Nebius shares exceed the 5% threshold but remain below 25% as defined under Chapter 14 of the Hong Kong Listing Rules. As a result, these are classified as discloseable transactions and are subject to announcement and reporting requirements.

The Company confirms that all counterparties in the open market transactions are Independent Third Parties.

Strategic Rationale and Potential Price Sensitivity

• Brainhole Technology Limited is diversifying its investment portfolio into technology and semiconductor sectors, aligning with its core business and strategic vision.
• The acquisitions of AOI and AXT shares are based on positive outlooks for these companies in fiber-optic networking and advanced semiconductor materials, respectively.
• The disposal of Nebius shares allows resource reallocation; part of the proceeds were used for further acquisitions, with the remainder reserved for general working capital or other investments.
• The Company expects to recognize a gain of approximately US\$0.08 million (HK\$0.6 million) from the Nebius share disposal.
• These moves may signal a shift in investment strategy and could potentially affect the share price of Brainhole Technology Limited, depending on market perception and subsequent financial performance of the acquired companies.

Board and Executive Information

Board composition as of announcement date:

• Mr. Zhang Liang Johnson (Chairman and Executive Director)
• Mr. Xu Liang, Mr. Chen Johnson Xi, Ms. Zhang Yibo (Independent Non-Executive Directors)

Conclusion

The disclosed transactions represent a strategic rebalancing of Brainhole Technology Limited’s investment portfolio, increasing positions in high-growth technology and semiconductor companies and reallocating capital from Nebius. These actions are likely to be of interest to shareholders and investors, as they may influence the Company’s future earnings, risk profile, and ultimately its share price.

Disclaimer: This article is for informational purposes only and does not constitute investment advice or recommendations. Investors should conduct their own due diligence and consult professional advisors before making any investment decisions. The information herein is based on publicly disclosed documents and may be subject to change.

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