UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April 2026
Commission File Number: 001-42759
CRE8 ENTERPRISE LIMITED
(Translation of registrant’s name into English)
1/F, China Building
29 Queen’s Road Central, Hong Kong
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒
Form 40-F ☐
Acquisition of Upperhand Investment Limited (the “Upperhand”)
On March 10, 2026, Cre8 Incorporation Limited (“Cre8
Incorporation”), the wholly-owned subsidiary of Cre8 Enterprise Limited, a British Virgin Islands company (the
“Company”), entered into a share purchase agreement (the “Agreement”) with Ng Hei Man, the then sole
shareholder of Upperhand. Pursuant to the Agreement, the Company agreed to acquire 100% of the issued and outstanding shares of
Upperhand for consideration consisting of a cash payment in the amount of US$200,000 (the “Acquisition”). Upperhand is a
privately held company incorporated in the British Virgin Islands that engages in the provision of integrated financial printing
services in Japan through its Japanese operating subsidiary, UPPERHAND Japan 株式会社
(UPPERHAND Japan Limited, or “Upperhand Operating Subsidiary”).
Pursuant to the Agreement, the closing of the Acquisition (the “Closing”)
shall occur upon completion of the payment of the purchase price. The Company completed the full payment of the consideration on March
17, 2026, and the legal title to the shares of Upperhand was transferred to Cre8 Incorporation on April 1, 2026. Following the Closing,
the Company now owns 100% of the equity interest in Upperhand through Cre8 Incorporation.
The foregoing is only a brief description of the
material terms of the Agreement and does not purport to be a complete description of the rights and obligations of the parties thereunder.
For more details of the transaction, please refer to the Agreement, which is filed as Exhibit 10.1 to this report on Form 6-K and is incorporated
herein by reference.
On April 2, 2026, the Company issued a press release
entitled “Cre8 Enterprise Limited Announces Acquisition of Upperhand Investment Limited, Expanding Presence in Japan”. A copy
of the press release is furnished herewith as Exhibit 99.1.
Safe Harbor Statement
This Form 6-K contains “forward-looking
statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements
can be identified by terminology such as “will,” “expects,” “is expected to,” “anticipates,”
“aim,” “future,” “intends,” “plans,” “believes,” “are likely to,”
“estimates,” “may,” “should” and similar expressions. Such forward-looking statements include, without
limitation, the consummation of the transaction discussed hereunder, and comments by the management about the benefits of these transactions.
All statements other than statements of historical fact in this Form 6-K are forward-looking statements and involve certain risks and
uncertainties that could cause actual results to differ materially from those in the forward-looking statements. These forward-looking
statements are based on management’s current expectations, assumptions, estimates, and projections about the Company and the industry
in which the Company operates, but involve a number of unknown risks and uncertainties. Further information regarding these and other
risks is included in the Company’s filings with the U.S. Securities and Exchange Commission. 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 actual results may differ materially from the anticipated
results. You are urged to consider these factors carefully in evaluating the forward-looking statements contained herein and are cautioned
not to place undue reliance on such forward-looking statements, which are qualified in their entirety by these cautionary statements.
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 10.1 |
|
Share Purchase Agreement, dated March 10, 2026 |
| 99.1 |
|
Press Release, dated April 2, 2026 |
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, thereunto duly authorized.
| |
Cre8 Enterprise Limited |
| |
|
|
| Date: April 2, 2026 |
By: |
/s/ Sze Ting CHO |
| |
Name: |
Sze Ting CHO |
| |
Title: |
Chief Executive Officer and Chairman of the Board |
Exhibit 99.1
Cre8 Enterprise Limited Announces Acquisition of Upperhand Investment
Limited, Expanding Presence in Japan
Hong Kong, April 02, 2026 (GLOBE NEWSWIRE) -- Cre8 Enterprise
Limited (Nasdaq: CRE) (“Cre8” or the “Company”), a Hong Kong-based integrated financial printing service provider,
announced today that the Company’s fully owned subsidiary, Cre8 Incorporation Limited (“Cre8 Incorporation”), completed
the acquisition (the “Acquisition”) of 100% of the issued and outstanding shares of Upperhand Investment Limited (“Upperhand”),
a holding company incorporated in the British Virgin Islands that provides integrated financial printing solution in Japan through its
wholly-owned operating subsidiary, Upperhand Japan Limited (“Upperhand Japan”).
Cre8 Incorporation entered into a share purchase agreement on the Acquisition
(the “Agreement) on March 10, 2026. Pursuant to the Agreement, the total consideration for the acquisition is US$200,000 in cash,
which was paid in full on March 17, 2026. The title to the shares of Upperhand was transferred to Cre8 Incorporation on April
1, 2026.
The Company expects the Acquisition to grant the capabilities in supporting
cross-border initial public offerings and dual listings, particularly in the Japanese market. Through the addition of Upperhand Japan’s
local presence, the Company aims to better address jurisdiction-specific regulatory requirements and client needs. Moreover, the Company
also expects to realize operational efficiencies through the integration of resources across logistics, technology, and infrastructure,
which may enhance execution capabilities and support its broader expansion strategy.
About Cre8 Enterprise Limited (NASDAQ: CRE)
Cre8 Enterprise Limited provides 24/7 integrated financial printing
services to listed companies, IPO applicants, and private companies in the finance and capital market in Hong Kong, and recently
expanded into Japan following its acquisition of Upperhand Investment Limited. Its services cover concept creation and artwork design,
typesetting, proofreading, translation, printing, binding, logistics arrangement, uploading or making e-submissions of customers’
financial reports and compliance documents, and media placements.
In addition, the Company offers complementary services such as website
design, branding and marketing content development. It also provides technology-enabled solutions through its “Cre8IR”
platform, which supports the dissemination of announcements, circulars, financial reports, and industry news.
Forward-Looking Statements
This press release contains forward-looking statements. Forward-looking
statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions
and other statements that are other than statements of historical facts. The Company’s actual results may differ materially from those
expressed in any forward-looking statements as a result of various factors and uncertainties. The reports filed by the Company with the
Securities and Exchange Commission discuss these and other important factors and risks that may affect the Company’s business, results
of operations and financial conditions. For these reasons, among others, investors are cautioned not to place undue reliance upon any
forward-looking statements in this press release. The Company undertakes no obligation to publicly revise these forward-looking statements
to reflect events or circumstances that arise after the date hereof.
For more information, please contacts:
Cre8 Enterprise Limited
Email: ir@cre8corp.com
Phone: +852 3693 2688
