ADDENTAX GROUP CORP. 8-K/A

What Happened ADDENTAX Group Corp. (ATXG) filed an 8-K reporting it entered into a Stock Purchase Agreement to acquire 34,200,000 common shares of Keemo Fashion Group Limited from Guang Wen Global Group Limited. The agreements are dated February 17–18, 2026, and the transaction is expected to close by May 1, 2026. Consideration for the purchase (approximately $5.5 million) will be satisfied by transferring a portion of an existing bond the company holds under a note subscription dated August 24, 2023 (original principal US$17.5 million, 2.5% annual interest, one-year tenor, renewable).

Key Details

• Buyer: ADDENTAX Group Corp. (or its designated entity); Seller: Guang Wen Global Group Limited.
• Shares being acquired: 34,200,000 common shares of Keemo Fashion.
• Purchase price / consideration: ~US$5.5 million, satisfied by transfer of part of an existing bond.
• Ownership post-closing: ADDENTAX will hold ~62.18% of Keemo Fashion’s voting rights on a fully-diluted basis, becoming the controlling shareholder.
• Target business: Keemo Fashion Group is a Nevada corporation headquartered in Shenzhen, with two core segments — apparel wholesale (B2B distribution in China) and a digital publishing platform (GW Reader Sdn. Bhd., Malaysia) operating a pay-per-chapter model.

Why It Matters This transaction makes ADDENTAX the majority, controlling shareholder of Keemo Fashion, adding a retail/apparel distribution business and a digital publishing platform to its holdings. For investors, the deal changes the company’s asset and operational profile and uses existing bond assets rather than new cash. Closing is subject to the conditions in the agreements and is expected by May 1, 2026; the filing also contains standard forward-looking statement cautions.