false
0001650101
0001650101
2026-02-12
2026-02-12
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): February 12, 2026
Addentax
Group Corp.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-41478 |
|
35-2521028 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
Kingkey
100, Block A, Room 4805,
Luohu
District, Shenzhen City, China |
|
518000 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
+(86)
755 86961 405
(Registrant’s
telephone number, including area code)
N/A
(Former
Name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instructions A.2. below):
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock, par value $0.001 per share |
|
ATXG |
|
Nasdaq
Capital Market |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
8.01 Other Events.
On
February 12, 2026, Addentax Group Corp. (the “Company”) announced that it is engaged in advanced discussions with a strategic
Bitcoin investor, a significant global holder of Bitcoin, to explore a potential collaboration for the development of a sovereign-aligned,
regulatory-compliant stablecoin initiative in Southeast Asia. These discussions are part of a broader strategic framework supported by
the Company’s previously disclosed plan to pursue a strategic investment of up to 12,000 Bitcoins, as announced in July 2025. The
discussions remain preliminary in nature, no definitive agreements have been executed, and there can be no assurance that these discussions
will result in any transaction, regulatory authorization, or other arrangement. Any potential transaction remains subject to the execution
of definitive agreements, completion of customary due diligence, receipt of required regulatory and stock exchange approvals, and other
customary closing conditions. There can be no assurance that definitive agreements will be executed or that any transaction will be consummated.
A copy of the press release is included as Exhibit 99.1 to this Current Report on Form 8-K.
Item
9.01 Financial Statements and Exhibits.
| Exhibit
No. |
|
|
| 99.1 |
|
Press Release issued February 12, 2026 |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
| |
Addentax
Group Corp. |
| |
|
|
| Date:
February 12, 2026 |
By: |
/s/
Hong Zhida |
| |
|
Hong
Zhida |
| |
|
Chief
Executive Officer |
Exhibit
99.1
Addentax Group Corp. Advances Sovereign-Aligned
Stablecoin Initiative in Southeast Asia with Strategic Bitcoin Investor, Within Plan to Pursue up to 12,000 Bitcoins Acquistion
SHENZHEN,
February 12, 2026 — Addentax Group Corp. (Nasdaq: ATXG) (the “Company”, “ATXG”, “we”, “us”
or “our”) today announced that it is engaged in advanced discussions with a strategic Bitcoin investor (the “Investor”),
a significant global holder of Bitcoin, to explore a potential collaboration for the development of a sovereign-aligned, regulatory-compliant
stablecoin initiative in Southeast Asia. These discussions are part of a broader strategic framework supported by the Company’s
previously disclosed plan to pursue a strategic investment of up to 12,000 Bitcoins, as announced in July 2025.
The
Company believes that, if successfully executed, the proposed initiative could contribute to the development of regulated digital
finance infrastructure across the Association of Southeast Asian Nations (ASEAN). As currently envisioned, the potential stablecoin
issuance framework would be designed to support cross-border payments, selected decentralized finance (DeFi) applications, and
institutional-grade blockchain use cases, subject to applicable regulatory frameworks.
As
part of the ongoing discussions, Addentax and the Investor are engaging with relevant governmental and regulatory stakeholders, including
central banks and financial regulators in two Southeast Asian jurisdictions, to explore a regulatory framework that may support the issuance
of a sovereign-aligned stablecoin. No definitive agreements have been executed, and there can be no assurance that these discussions
will result in any transaction or regulatory authorization.
The
proposed digital asset, if developed, is expected to be structured as a fully reserve-backed and independently audited stablecoin, referencing
a diversified basket of fiat currencies and other assets. The contemplated technology architecture would integrate Addentax’s AI-enabled
compliance, transaction monitoring, and risk management capabilities with the Investor’s digital asset infrastructure and liquidity
networks, subject to further design, regulatory review, and implementation.
“This
initiative, if completed, could represent an important step in our long-term strategy to participate in regulated digital financial services,”
said the Chief Executive Officer of Addentax. “We believe that constructive engagement with regulators, combined with disciplined
technological development and risk management, is essential to building sustainable digital finance platforms.”
A
representative of the strategic Bitcoin investor stated, “We are pleased to explore this potential collaboration with Addentax.
Our discussions are focused on understanding how regulated digital asset infrastructure may evolve in Southeast Asia and how industry
participants can support financial innovation in a compliant and responsible manner.”
Subject
to regulatory developments, commercial considerations, and the execution of definitive agreements, the parties may evaluate a phased
approach to implementation beginning in the second half of 2026. Such an approach could include the potential development of regional
research and innovation initiatives in Southeast Asia, including in jurisdictions such as Singapore and Indonesia, to support ongoing
research, infrastructure development, and the advancement of institutional-grade DeFi platforms, custody solutions, and AI-driven financial
applications, subject to applicable regulatory approvals.
This announcement reflects the Company’s current discussions and strategic considerations only. No assurance can be given that
any definitive agreements will be executed or that any proposed initiatives will be completed as currently contemplated.
About
Addentax Group Corp.
Addentax
Group Corp. is an integrated service provider specializing in garment manufacturing and logistics services. For more information about
the Company, please visit the website: https://www.addentax.com/.
Caution
Concerning Forward Looking Statements
All
statements other than statements of historical fact in this announcement are forward-looking statements in nature within the meaning
of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks and uncertainties
and are based on current expectations and projections about future events and financial trends that the Company believes may affect its
financial condition, results of operations, business strategy and financial needs. Words or phrases such as “may,” “will,”
“expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,”
“believe,” “potential,” “continue,” “is/are likely to” or other similar expressions are
intended to identify such forward-looking statements. The Company undertakes no obligation to update forward-looking statements to reflect
subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company
believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations
will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results
and encourages investors to consider risk factors, including those described in the Company’s filings with the SEC, that may affect
the Company’s future results. All forward-looking statements attributable to the Company and its subsidiaries or persons acting
on their behalf are expressly qualified in their entirety by these risk factors. The forward-looking events discussed in this press release
and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially
and are subject to risks, uncertainties, and assumptions about us. These forward-looking statements are based on information currently
available to the Company and its current plans or expectations and are subject to a number of known and unknown uncertainties, risks
and other important factors that may cause our actual results, performance or achievements to be materially different from any future
results, performance or achievements expressed or implied by the forward-looking statements. These and other important factors are described
in detail in the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended March 31, 2025.
Although we believe the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such
expectations will prove to be correct. We are not obligated to publicly update or revise any forward-looking statement, whether as a
result of uncertainties and assumptions, the forward-looking events discussed in this press release and other statements made from time
to time by us or our representatives might not occur.
Company
Contact:
Public
Relations Contact:
Addentax
Group Corp.
Phone:
+ (86) 755 86961 405
yoongxin.chan@zgyingxi.com
Investor
Relations Contact:
Sherry
Zheng
WAVECREST
GROUP INC.
1-718-213-7386
sherry@wavecrestipo.com
