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Form Serial Number: |
CS20261103E00114 |
| 1.
Date of relevant event: |
29/10/2026
(dd/mm/yyyy)
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| 2.
Date when the substantial shareholder becomes aware of the relevant event / interest in the shares (if later): |
(dd/mm/yyyy)
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| 3.
Stock code: |
01705 |
| 4.
Name of listed corporation: |
B & S International Holdings Ltd. |
| 5.
Class of shares: |
Ordinary Shares |
| 6.
Number of issued shares in class: |
400,000,000 |
| 7.
Name of substantial shareholder: |
Cyberland Investments Limited |
| 8.
Registered office: |
Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands |
| 9.
Principal place of business in Hong Kong: |
Room 4109, Office Tower, Convention Plaza,1 Harbour Road, Wanchai, Hong Kong |
| 15.
Exchange on which listed: |
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| 16.
Name of listed parent and exchange on which parent is listed: |
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| 17.
Details of relevant event: |
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Brief description of relevant event
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Capacity in which shares were/are held
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Number of shares bought/sold or involved |
Currency of transaction |
On Exchange
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Off Exchange
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| Before relevant event
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After relevant event
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Highest price (per share)
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Average price (per share)
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Average consideration (per share)
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Nature of consideration
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|
Long position |
| 1001 | You first acquire a notifiable interest because:
you purchased the shares |
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| 2201 | Interest of corporation controlled by you |
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288,000,000 |
HKD |
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0.9634 |
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| Short position |
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| 18.
Total shares immediately before the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 0 | 0.00 |
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| 19.
Total shares immediately after the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 288,000,000 | 72.00 |
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| 20.
Capacity in which interests disclosed in Box 19 are held: |
| Capacity code | Number of shares |
| 2201 | Interest of corporation controlled by you |
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| 21.
Further information in respect of derivative interests: |
| Derivatives code | Number of shares |
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| 22.
Further information in relation to interests of corporations controlled by substantial shareholder: |
| Name of controlled corporation | Address and place of incorporation | Name of controlling person | % control | Direct interest (Y/N) | Number of shares |
| CPX Limited | Room 4109, Office Tower, Convention Plaza,1 Harbour Road, Wanchai, Hong Kong (Hong Kong) | Cyberland Investments Limited | 50.00 | N | |
| Time Innovation Global Limited | Room 4109, Office Tower, Convention Plaza,1 Harbour Road, Wanchai, Hong Kong (British Virgin Islands) | CPX Limited | 100.00 | Y | |
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| 23.
Further information in relation to interests held by substantial shareholder jointly with another person: |
| Name of joint shareholder | Address | Number of shares |
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| 24.
Further information from a trustee, a beneficiary of a trust, or a person who set up a discretionary trust: |
| Names of trust | Address | Status code | Number of shares |
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| 25.
Further information from a party to an agreement under Section 317 (Please see Notes for further information required): |
| Names of other parties | Address | Number of shares |
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| Total number of shares in which a substantial shareholder is interested under sections 317 and 318 | |
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| 26.
Details of person(s) in accordance with whose directions the substantial shareholder or its directors are accustomed to act: |
| Names | Address | Relationship Code | Percentage (%) |
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| 27.
Supplementary information: |
Time Innovation Global Limited ("Time Innovation") and EJO Investment Pte. Ltd. (each as buyer) entered into a conditional sale and purchase agreement to acquire an aggregate of 300,000,000 shares in B & S International Holdings Ltd. ("B & S") for a maximum consideration of HK$289,000,000, subject to certain holdback, deferred payment and earn-out arrangements under the terms therein. Please refer to the joint announcement published by Time Innovation and B & S on 29 October 2026 for details.
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| 28.
Log/Serial Number of the previous form: |
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| 29.
Number of concert party document(s) under section 317 attached/uploaded: |
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Date of filing this Form 2: |
03/11/2026
(dd/mm/yyyy)
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