Metaspacex Limited (Incorporated in the Cayman Islands with limited liability) ( 於開曼群島註冊成立的有限公司 ) (Stock Code 股份代號: 1796) N OT IF IC ATI ON LET TE R 通 知 信 函 Dear Non-registered Shareholders(1) , 6 August 2025 Metaspacex Limited (the "Company") – Notice of Publication of Circulars dated 6 August 2025 containing Notices of Extraordinary General Meeting and Proxy Form (the "Current Corporate Communication(s)") The English and Chinese versions of the Company's Current Corporate Communication (s) are available o ...

Metaspacex Limited (Incorporated in the Cayman Islands with limited liability) ( 於開曼群島註冊成立的有限公司 ) (Stock Code 股份代號: 1796) You may at any time choose to receive Corporate Communications free of charge either in printed form, or read the Website Version; and either in English language version only, Chinese language version only or both language versions, notwithstanding any wish to the contrary you may have previously conveyed to the Company. If you wish to receive the Current Corporate Communication(s) in pr ...

Metaspacex Limited （於開曼群島註冊成立的有限公司） 香港交易及結算所有限公司及香港聯合交易所有限公司對本通告之內容概不負責，對其準確性或 完整性亦不發表任何聲明，並明確表示概不就因本通告全部或任何部份內容而產生或因倚賴該等 內容而引致之任何損失承擔任何責任。 承董事會命 Metaspacex Limited 行政總裁兼執行董事 康睿鵬 香港，二零二五年八月六日 註冊辦事處： Cricket Square 香港 Hutchins Drive 新界荃灣 P.O. Box 2681 海盛路9號 Grand Cayman KY1-1111 有線電視大樓 Cayman Islands 32樓3室 （股份代號︰1796） 股東特別大會通告 茲通告Metaspacex Limited（「本公司」）謹訂於二零二五年八月二十五日（星期一）上午十時 三十分（或於緊隨本公司定於同日上午十時正舉行的股東週年大會結束後）假座香港德輔道中19號 環球大廈12樓1203B室舉行股東特別大會（「股東特別大會」），藉以考慮及酌情通過（不論是否經 修訂）下列決議案為本公司特別決議案： 特別決議案 「動議待開曼群島公司註冊處處 ...

此乃要件 請即處理 (1)建議採納中文名稱 及 (2)股東特別大會通告 本公司謹訂於二零二五年八月二十五日（星期一）上午十時三十分（或於緊隨本公司定於同日上午十時正舉行 的股東週年大會結束後）假座香港德輔道中19號環球大廈12樓1203B室舉行股東特別大會，召開股東特別大 會之通告載於本通函第7至8頁。無論 閣下能否出席股東特別大會，務請 閣下將隨附之代表委任表格按 其上印列之指示填妥，並盡快交回本公司之香港股份過戶登記分處寶德隆證券登記有限公司，地址為香港 北角電氣道148號21樓2103B室，惟無論如何須不遲於股東特別大會或續會（視乎情況而定）指定舉行時間至 少48小時前（不包括公眾假期的任何部分）送達。交回代表委任表格後， 閣下仍可依願親身出席股東特別 大會（或該大會任何續會），並於會上投票，而在此情況下，代表委任文據將被視作已撤回論。 二零二五年八月六日 | 釋義 | | 1 | | --- | --- | --- | | 董事會函件 | | 2 | | 股東特別大會通告 | | 7 | 閣下對本通函任何方面或應採取之行動如有任何疑問，應諮詢 閣下之持牌證券交易商、註冊證券機構、 銀行經理、律師、專業 ...

目錄 | 2–3 | 公司資料 | | --- | --- | | 4–5 | 行政總裁報告 | | 6–12 | 管理層討論及分析 | | 13–16 | 董事及高級管理層履歷資料 | | 17–29 | 企業管治報告 | | 30–41 | 環境、社會及管治報告 | | 42–51 | 董事會報告 | | 52–56 | 獨立核數師報告 | | 57 | 綜合損益及其他全面收益表 | | 58 | 綜合財務狀況表 | | 59 | 綜合權益變動表 | | 60 | 綜合現金流量表 | | 61–111 | 綜合財務報表附註 | | 112 | 財務資料概要 | Metaspacex Limited (前稱Yield Go Holdings Ltd. 耀高控股有限公司) (於開曼群島註冊成立的有限公司) (股份代號: 1796) 2025 年 報 非執行董事 陳怡冬先生（於二零二四年八月二十三日退任） 周丹青先生（於二零二四年八月二十三日退任） 獨立非執行董事 何建宇先生（於二零二五年六月六日辭任） 周地先生（於二零二四年十一月六日辭任） 孟小楹女士（於二零二四年十一月六日辭任） 鄭柏林先生 牙莉女士（於二 ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不 負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示 概 不 就 因 本 公 告 全 部 或 任 何 部 分 內 容 而 產 生 或 因 依 賴 該 等 內 容 而 引 致 之 任 何 損 失 承 擔 任 何 責 任。 Metaspacex Limited （於開曼群島註冊成立的有限公司） （股份代號︰1796） 截至二零二五年三月三十一日止年度 全年業績公告 財務摘要 – 1 – • 本集團於回顧年度之收益約為263.9百 萬 港 元（二 零 二 四 年 財 年：約460.3 百 萬 港 元）。 • 本集團於回顧年度之毛利率約為2.1%（二 零 二 四 年 財 年：約4.4%）。 • 本集團於回顧年度之除所得稅前虧損約為32.2百 萬 港 元（二 零 二 四 年 財 年：約4.4百 萬 港 元）。 • 於 回 顧 年 度，本 公 司 權 益 持 有 人 應 佔 虧 損 及 全 面 開 支 總 額 約 為32.2百 萬 港 元（二 零 二 四 年 財 年：約4.4百 萬 港 元）。 • 於 回 顧 年 ...

Stock Option Plan - Metaspacex Limited's stock option plan allows for a maximum grant of options that does not exceed 1% of the total issued shares within any 12-month period[3] - The stock option plan is effective for a remaining period of approximately three and a half years from the announcement date[10] - The exercise price for each option granted will be determined by the board of directors, but must be at least the higher of the official closing price on the offer date or the average closing price over the five business days preceding the offer date[10]

Financial Performance - For the six months ended September 30, 2024, the group's revenue decreased by approximately HKD 79.5 million or 36.5% to about HKD 138.5 million, compared to HKD 218.0 million for the same period in 2023[12]. - The gross profit for the same period decreased by approximately HKD 5.5 million or 51.4% to about HKD 5.2 million, with a gross profit margin of approximately 3.8%, down from 4.9% in the previous year[16]. - The decline in revenue and gross profit was primarily due to the completion of large projects and a decrease in the number of large projects available for tender[15]. - The group recorded a net loss of approximately HKD 10.5 million for the six months ended September 30, 2024, an increase of HKD 10.1 million compared to approximately HKD 0.4 million for the same period in 2023, mainly due to decreased revenue and gross profit, as well as increased administrative and other operating expenses[21]. - The company reported a loss before tax of HKD 10,465,000, compared to a loss of HKD 350,000 in the prior year, indicating a significant increase in losses[43]. - Basic and diluted loss per share was HKD 2.18, compared to HKD 0.07 for the same period last year[43]. Economic Outlook - The Hong Kong economy is expected to maintain a moderate recovery, with an anticipated annual growth rate between 2.5% and 3%[13]. - The government plans to provide a total of 189,000 public housing units over the next five years, which is expected to drive future renovation project demand[13]. Business Strategy - The company is actively exploring new business opportunities, particularly in the Web3.0 sector, which is strongly supported by government policies[13]. - The group’s main business segment is renovation services, which is regularly reviewed by the board for performance assessment[71]. Cash Flow and Liquidity - As of September 30, 2024, the group's cash and cash equivalents totaled approximately HKD 41.7 million, a decrease from approximately HKD 52.6 million as of March 31, 2024, attributed to a net cash outflow of approximately HKD 10.9 million from operating and financing activities[22]. - The company reported a net cash outflow from operating activities of HKD 10,362,000, compared to a cash inflow of HKD 20,622,000 in the prior year[55]. - Cash and bank balances at the end of the period were HKD 38,665,000, down from HKD 49,527,000 at the end of the previous reporting period[45]. Debt and Equity - The group's debt-to-equity ratio increased from approximately 55.0% as of March 31, 2024, to approximately 63.2% as of September 30, 2024, primarily due to an increase in borrowings during the six months ended September 30, 2024[22]. - The company’s borrowings increased to HKD 53,097,000 as of September 30, 2024, compared to HKD 48,000,000 as of March 31, 2024[111]. Expenses - Administrative and other operating expenses, along with expected credit loss provisions, amounted to approximately HKD 12.9 million for the six months ended September 30, 2024, an increase of HKD 4.8 million or 59.3% compared to approximately HKD 8.1 million for the same period in 2023[18]. - The total employee costs for the six months ended September 30, 2024, amounted to approximately HKD 12.2 million, compared to approximately HKD 11.5 million for the same period in 2023[34]. Dividends and Shareholder Information - The board resolved not to declare any interim dividend for the six months ended September 30, 2024, consistent with the same period in 2023[35]. - Major shareholder China Sports Asset Management Co., Ltd. holds 75% of the issued share capital, equivalent to 360,000,000 shares[126]. Governance and Compliance - There were no conflicts of interest reported among directors or major shareholders in the six months ending September 30, 2024, indicating a clean governance environment[136]. - The audit committee, consisting of two independent non-executive directors, reviewed and approved the unaudited interim financial statements for the six months ending September 30, 2024, ensuring financial integrity[143]. - The company is actively seeking suitable candidates to fill the vacant chairman position, aiming to comply with listing rules regarding board composition[140].

Financial Performance - The group's revenue for the six months ended September 30, 2024, was approximately HKD 138.5 million, a decrease of 36.5% compared to HKD 218.0 million for the same period in 2023[1] - The gross profit margin for the six months ended September 30, 2024, was approximately 3.8%, down from 4.9% for the same period in 2023[1] - The group reported a loss before tax of approximately HKD 10.5 million for the six months ended September 30, 2024, compared to a loss of HKD 0.4 million for the same period in 2023[1] - The loss attributable to equity holders of the company for the six months ended September 30, 2024, was approximately HKD 10.5 million, compared to HKD 0.4 million for the same period in 2023[1] - The basic and diluted loss per share for the six months ended September 30, 2024, was approximately HKD 2.18, compared to HKD 0.07 for the same period in 2023[1] - Other income for the six months ended September 30, 2024, totaled 23 thousand HKD, compared to 1 thousand HKD in the same period of 2023[19] - Basic loss per share for the six months ended September 30, 2024, was (2.18 cents), compared to (0.07 cents) in the previous year[27] - The company recorded a net loss of approximately HKD 10.5 million for the six months ending September 30, 2024, an increase of HKD 10.1 million compared to a net loss of HKD 0.4 million in the same period in 2023[52] Dividend and Shareholder Returns - The board has resolved not to declare any interim dividend for the six months ended September 30, 2024, consistent with the previous period[1] - No interim dividend was declared for the six months ended September 30, 2024, consistent with the same period in 2023[24] - The company has not declared any interim dividends for the six months ending September 30, 2024, consistent with the previous year[68] Assets and Liabilities - Total assets less current liabilities as of September 30, 2024, amounted to HKD 121.1 million, compared to HKD 108.8 million as of March 31, 2024[5] - Current assets net value as of September 30, 2024, was HKD 120.7 million, an increase from HKD 107.9 million as of March 31, 2024[5] - The company's cash and bank balances as of September 30, 2024, were HKD 38.7 million, down from HKD 49.5 million as of March 31, 2024[5] - The total equity of the company as of September 30, 2024, was HKD 98.3 million, a decrease from HKD 108.7 million as of March 31, 2024[7] - Trade receivables as of September 30, 2024, amounted to HKD 13,163,000, an increase from HKD 12,540,000 as of March 31, 2024, representing a growth of 4.97%[28] - Retained earnings as of September 30, 2024, were HKD 10,387,000, down from HKD 13,766,000 as of March 31, 2024, indicating a decrease of 24.00%[31] - Other receivables, deposits, and prepayments totaled HKD 27,478,000 as of September 30, 2024, compared to HKD 28,918,000 as of March 31, 2024, reflecting a decline of 4.97%[32] - The total trade and other payables as of September 30, 2024, were HKD 18,757,000, a decrease from HKD 33,035,000 as of March 31, 2024, showing a reduction of 43.60%[36] Employee and Operational Costs - Employee costs for the six months ended September 30, 2024, amounted to 12,161 thousand HKD, an increase from 11,525 thousand HKD in 2023[22] - As of September 30, 2024, the total employee cost incurred by the company was approximately HKD 12.2 million, compared to HKD 11.5 million for the same period ending September 30, 2023[67] - The company employed 55 full-time employees as of September 30, 2024, down from 69 employees as of March 31, 2024[67] Market and Economic Outlook - The company anticipates a moderate economic recovery in Hong Kong, with an expected annual growth rate between 2.5% and 3% for 2024[44] - The government plans to provide a total of 189,000 public housing units over the next five years, which is expected to drive demand for renovation projects[44] - The company expects some improvement in the market environment for the renovation industry, considering multiple economic signals and market dynamics[45] - The Hong Kong economy's real GDP growth was 2.8% in Q1 2024 and 3.3% in Q2 2024, driven by strong merchandise exports despite a slight decrease in private consumption[39] Corporate Governance and Compliance - The company has adopted and complied with the Corporate Governance Code as of September 30, 2024[69] - All directors confirmed compliance with the standard code for securities trading by directors as of September 30, 2024, and up to the date of this announcement[75] - The audit committee consists of two independent non-executive directors, ensuring compliance with corporate governance standards[83] - The audit committee reviewed and approved the unaudited condensed interim financial statements for the six months ending September 30, 2024, confirming compliance with applicable accounting standards and regulations[85] Business Developments - The company is actively exploring new business opportunities, particularly in the Web 3.0 sector, which is strongly supported by government policies[45] - The company is currently seeking suitable candidates to fill the vacant position of Chairman of the Board following the resignation of the previous chairman[70] - The company is actively seeking suitable candidates to fill the temporary vacancy of an independent non-executive director within three months from the resignation of Mr. Zhou and Ms. Meng, ensuring compliance with listing rules by appointing a qualified female candidate by December 31, 2024[74] Other Information - The company has not recognized any deferred tax liabilities due to losses incurred during the reporting period[23] - The company has no significant or contingent liabilities as of September 30, 2024, and had no major investments or acquisitions during the six months ending on that date[61][62] - There were no significant capital expenditures contracted but not incurred as of the reporting date, and the company perceives minimal foreign exchange risk due to its operations being solely in Hong Kong[58] - The company has not entered into any derivative contracts to hedge foreign exchange rate risks as of September 30, 2024[58] - The company had a failed placement agreement for up to 24 million shares due to unmet conditions by the deadline of May 28, 2024[65] - The stock option plan adopted on December 6, 2018, allows for a maximum of 48,000,000 shares to be granted, representing 10% of the issued shares as of the announcement date[76] - As of September 30, 2024, there have been no stock options granted, exercised, canceled, or expired under the stock option plan[78] - The company and its subsidiaries did not purchase, sell, or redeem any of the company's securities during the six months ending September 30, 2024[80] - The interim results announcement will be published on the company's website and the Hong Kong Stock Exchange website, with the interim report to be sent to shareholders at an appropriate time[87] - The company has maintained sufficient public float as required by listing rules as of September 30, 2024[82] - There have been no significant subsequent events from September 30, 2024, to the date of this announcement[81]

Financial Performance - The company's total assets as of March 31, 2024, amounted to HKD 204,702,000, an increase from HKD 193,268,000 in the previous year, representing a growth of approximately 5.4%[35] - The company's net asset value decreased to HKD 108,743,000 from HKD 113,182,000, a decline of approximately 3.9%[35] - The total equity as of March 31, 2024, was HKD 108,743,000, down from HKD 113,182,000, reflecting a decrease of about 3.9%[35] - The company reported a loss of HKD 18,663,000 for the year, impacting retained earnings which decreased to HKD (1,316,000) from HKD 3,123,000[36] - Cash flow from operating activities before tax loss adjusted items improved to HKD 33,437 thousand in 2024 from a loss of HKD 2,401 thousand in 2023[37] - The net cash flow from operating activities was HKD 33,437 thousand, a significant recovery compared to a net cash outflow of HKD 2,401 thousand in the previous year[37] - The company reported a significant increase in revenue over the past five fiscal years, with a detailed summary available on page 108 of the report[102] Assets and Liabilities - Trade and other receivables decreased to HKD 28,918,000 from HKD 45,206,000, reflecting a decline of about 36.0%[35] - Cash and bank balances significantly increased to HKD 49,527,000 from HKD 17,087,000, marking a growth of approximately 189.5%[35] - Current liabilities rose to HKD 96,847,000 from HKD 28,101,000, indicating an increase of about 244.0%[35] - The available reserves for distribution as of March 31, 2024, were approximately HKD 75.3 million[5] - The expected credit loss provision for contract assets increased significantly to HKD 2,551 thousand in 2024 from HKD 40 thousand in 2023[37] - The company reported a decrease in trade and other payables by HKD 73,779 thousand in 2024 compared to a decrease of HKD 83,543 thousand in 2023[37] Shareholder and Governance - The company has a major shareholder, Yuanfeng, holding 75% of the issued share capital, which translates to 360,000,000 shares[82] - The company confirmed that it maintained sufficient public float as per listing rules throughout the review year[91] - There were no significant transactions or contracts involving directors or senior management that could impact the group's business during the review year[75] - The company has established a remuneration committee to review and recommend the remuneration policy for all directors and senior management based on market benchmarks[80] - The board of directors has undergone changes, with several members resigning and new appointments made on November 29, 2023[98] - The company has confirmed the independence of all independent non-executive directors as per the listing rules[98] Accounting Policies and Financial Instruments - Financial assets are primarily measured at fair value, with specific conditions outlined for amortized cost measurement[104] - The company has adopted a simplified approach for calculating expected credit losses based on historical loss experience and external indicators[112] - Contract liabilities are recognized when customers pay consideration before the company recognizes the related revenue[116] - The company has outlined its accounting policies regarding lease liabilities and financial assets in the report[108] - The group recognizes right-of-use assets and lease liabilities at the commencement date of the lease, with the cost of right-of-use assets including initial direct costs and estimated costs for dismantling and removing related assets[119] - The group reassesses lease liabilities based on revised lease terms and discounted rates at the effective date of the revision[121] Revenue Recognition - Revenue is recognized when control of the product transfers to the customer, typically upon delivery[150] - The company recognizes revenue when control of goods or services is transferred to customers, using the output method for gradual recognition based on the value of completed performance obligations[174] Risk Management and Provisions - The company reported a provision based on the present value of expected expenditures related to its obligations, using a pre-tax rate that reflects current market measures[190] - Contingent liabilities may arise from past events and are recognized only if future events, which are not fully controlled by the group, confirm their existence[192] - Deferred tax liabilities are generally recognized for all taxable temporary differences, while deferred tax assets are recognized for all deductible temporary differences and unused tax credits, subject to the likelihood of future taxable profits[195] Employee Benefits and Contributions - The company has a defined contribution retirement benefit plan, with contributions made based on a fixed percentage of employees' basic salaries[186] - The company participated in the Mandatory Provident Fund Scheme as per Hong Kong legislation but did not engage in any other pension plans during the review year[92] Corporate Social Responsibility - The company made charitable donations amounting to approximately HKD 14,000 in 2024, an increase from HKD 11,000 in 2023[52] - The company has arranged appropriate liability insurance for directors and staff against legal claims arising from corporate activities[178]