ADDENTAX GROUP CORP. 8-K/A

What Happened ADDENTAX GROUP CORP. (ATXG) announced it entered into and completed a stock purchase to acquire 34,200,000 common shares of Keemo Fashion Group Limited, becoming the controlling shareholder with approximately 62.18% of voting rights on a fully-diluted basis. The acquisition was completed on March 30, 2026 (agreement to close by May 1, 2026 was disclosed earlier). The aggregate purchase price was approximately $5.5 million, satisfied by transferring a portion of an existing bond the company holds under a note subscription dated August 24, 2023.

Key Details

• Total shares acquired: 34,200,000 common shares of Keemo Fashion.
• Consideration: ~US$5.5 million paid by transferring a portion of an existing bond (original bond principal US$17.5M, 2.5% interest, one-year tenor, dated Aug 24, 2023).
• Closing/completion: Acquisition completed March 30, 2026 (initial agreement referenced May 1, 2026 closing target).
• Result: Keemo Fashion became a controlled subsidiary of ADDENTAX; ATXG holds ~62.18% voting power on a fully-diluted basis.
• Keemo Fashion business: Nevada corporation headquartered in Shenzhen, China, operating (i) apparel/garment wholesale trading and (ii) digital publishing via GW Reader Sdn. Bhd.; it previously completed a 10-for-1 forward stock split effective Aug 8, 2024 and acquired GW Reader Holding (and its subsidiaries) on Sept 2, 2025.

Why It Matters This is a material non‑cash acquisition: ADDENTAX obtained control of Keemo Fashion and its operating businesses while funding the deal by reallocating part of an existing bond rather than using cash. For investors, this changes the company’s ownership structure and could affect future consolidated financial results, disclosures, and governance because Keemo Fashion is now a controlled subsidiary. The filing includes the stock purchase and bond transfer agreements as exhibits and contains standard forward‑looking statement cautions.