Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
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.
Exhibit
99.1
Reitar
Logtech Signs Strategic Cooperation Framework Agreement with Optimize Integration Group, First-year Procurement Target of RMB1 Billion
Jointly
Building an Efficient, Transparent and Financially Empowered Global Food Supply Chain Platform
Hong
Kong, 9 February 2026 - Reitar Logtech Holdings Limited (NASDAQ: RITR) (“Reitar” or “the Company”), with
Optimize Integration Group Co., Ltd. (“Optimize Integration Group”), a leading integrated food supply chain service provider
in China. The Agreement was entered into in December 2025. The two parties will collaborate to enhance the efficiency and transparency
of the global food supply chain through digital and financial integration.
Optimize
Integration Group is a leading enterprise in China’s imported frozen meat and seafood sector, with reported annual revenue approaching
RMB70 billion. Its annual import of meat accounts for approximately 18% of China’s total import volume in that category. Under the Agreement,
the parties will establish a long-term, strategic partnership, integrating Reitar’s expertise in global supply chain management and logistics
technology with Optimize Integration Group’s extensive domestic distribution network and digital customs clearance capabilities.
According
to the Agreement, Optimize Integration Group has designated Reitar as its exclusive agent for its overseas frozen meat procurement
business. The parties have established a non-binding first-year procurement target through Reitar of RMB1 billion. The cooperation
aims to develop Reitar into Optimize Integration Group’s core global procurement platform over the three-year term of the
Agreement.
The
core elements of this strategic cooperation include:
| ● | Exclusive
Procurement Agency: Optimize Integration
Group will entrust its overseas frozen meat procurement to be executed through Reitar exclusively.
Under the agreement, Reitar will act as the principal in the procurement transactions, executing
the purchases from overseas suppliers and selling the goods to Optimize Integration Group.
This structure leverages Reitar’s global network to optimize procurement costs and
ensure stable, high-quality sourcing. |
| ● | Digital
Platform Integration: The parties
will form a joint task force to integrate Optimize Integration Group’s proprietary
“Intelligent Supply Chain Platform” with Reitar’s “Overseas Procurement
and Logistics Management System”. The fully integrated platform is intended to enable
real-time visibility across the supply chain, from order synchronization and logistics tracking
to customs clearance status, providing credible data for operational management and financial
partners. |
| ● | Supply
Chain Finance Collaboration: Leveraging
the verified trade flows and data from the integrated platform, Reitar will lead the structuring
and introduction of innovative supply chain financing solutions with international financial
institutions. Potential financing solutions may include pre-payment and inventory financing.
Optimize Integration Group will support the implementation of these solutions. Any financial
cost savings or gains generated from these solutions will be shared between the parties based
on mechanisms to be agreed upon in specific project agreements. |
Transaction
Mechanism and Revenue Model
Pursuant
to the Agreement, the workflow for each transaction will be executed as follows:
| ● | Order
and Prepayment: Optimize Integration
Group will issue a procurement order to Reitar, after which it will then pay a prepayment
deposit to Reitar. |
| ● | Procurement
and Shipment: Reitar will use the
funds to pay the deposit to the designated overseas supplier. Upon confirmation of shipping
documents from the supplier, Reitar will pay the remaining balance of the cargo cost to the
supplier, and the goods will be shipped to a designated port in China. |
| ● | Final
Payment and Title Transfer: Optimize
Integration Group will manage the customs clearance process. It is required to pay the final
balance of the order to Reitar prior to the goods being officially released by customs authorities.
Upon Reitar’s receipt of the full payment, the transaction is considered complete,
and title to the goods is formally transferred to Optimize Integration Group. |
| ● | Revenue
and Fee Structure: Reitar’s
revenue will be the total price of the goods sold to Optimize Integration Group. The Company’s
agency fee is included within this price, representing the spread between the Company’s
cost to procure the goods from the overseas supplier and the final sale price to Optimize
Integration Group. |
Mr.
John Chan, Chairman and CEO of Reitar Logtech, said: “We are very honored to establish an exclusive strategic partnership with
a company like Optimize Integration Group, which holds a leading position in China’s imported food supply chain sector. This cooperation
is not only a combination of businesses, but also a deep integration of technology, data and finance. We will fully leverage our strengths
in international procurement execution, cross-border logistics asset operation, and blockchain-driven supply chain finance architecture,
and combine them with Optimize Integration Group’s strong domestic network and digital capabilities to provide more efficient and
reliable imported food supply services to the China market, while setting a new benchmark for the digital transformation of the global
food supply chain.”
Mr.
Martin Ding, Co-Chairman and CIO of Optimize Integration Group, said: “Reitar ’s professional capabilities and global
resources in cross-border supply chain and financial technology are highly complementary to the fully digitalized end-to-end network
we have developed in China’s imported meat market. The establishment of this strategic cooperation will significantly enhance the
stability, efficiency and cost control of our global origin sourcing. We have established 33 subsidiaries and offices in Europe, South
America, North America and Africa, covering all export-to-China compliant plants worldwide, and have achieved 100% coverage of all seaborne
meat import ports in China. We serve nearly 2,000 major downstream traders domestically, with a market coverage rate exceeding 60%. Through
the deep integration and data sharing between our systems, we expect to optimize the traditional trade cycle to an industry-leading level,
jointly explore supply chain financial innovation, enhance capital efficiency across the entire chain, and better serve China’s
growing demand for high-quality imported food.”
Risk
Factors Related to the Strategic Cooperation
The
strategic cooperation with Optimize Integration Group is subject to a number of risks and uncertainties that should be considered in
addition to the risks described in the Company’s most recent Annual Report on Form 20-F and other documents filed with the U.S. Securities
and Exchange Commission (the “SEC”).
| ● | Reliance
on Strategic Partner and Non-Binding Targets. The success of this cooperation is dependent
on Optimize Integration Group’s business performance and its adherence to the operational
terms of the Agreement. The RMB1 billion first-year procurement target is non-binding, and
there is no assurance that this target will be met or that similar targets will be established
or achieved in subsequent years. |
| ● | Execution
and Integration Risks. The anticipated benefits of the cooperation depend on the successful
technical integration of the parties’ respective digital platforms. Challenges in achieving
this integration could result in delays, increased costs, and a failure to realize the expected
operational efficiencies and data transparency. |
| ● | Credit
and Working Capital Risks. The transaction structure requires Reitar to manage working
capital between its payments to overseas suppliers and its receipt of final payment from
Optimize Integration Group. This exposes the Company to the counterparty credit risk of Optimize
Integration Group. A failure by Optimize Integration Group to make timely payments could
adversely affect the Company’s liquidity and financial condition. |
| ● | Cross-Border
Trade and Regulatory Risks. The cooperation involves the international trade of food
products into China, which is subject to evolving risks including, but are not limited to,
changes in import tariffs, customs procedures, food safety regulations, and sanitary standards,
as well as broader geopolitical tensions that could disrupt supply chains or market access. |
About
Reitar Logtech Holdings Limited (NASDAQ:RITR)
Reitar Logtech listed on the NASDAQ in 2024, becoming the first comprehensive solution
provider in Asia centered on ‘Property-Logistics Technology’ (PLT). As a pioneer in industry innovation, the group remains focused on
the full lifecycle management of logistics assets and technology enablement, establishing an integrated platform that encompasses investment
development, operational management, and intelligent upgrades. Reitar drives ‘asset value enhancement’ and ‘technology application scenarios’
simultaneously, innovatively integrating intelligent warehousing systems, IoT devices, and data analytics platforms. This effectively
achieves synergistic growth in operational efficiency and economic benefits for clients’ assets, promoting the efficient allocation of
resources across the logistics industry chain and cross-industry integration.
About
Optimize Integration Group
Optimize Integration Group is a China Top 500 enterprise and a leading comprehensive food supply chain
service provider in the country. It has ranked first for many years in terms of total volume of imported frozen meat and seafood in China,
with annual revenue of RMB 70 billion. The Group has built a fully digitalized industry-wide network covering “origin sourcing,
port customs clearance, cold-chain warehousing and nationwide distribution”. Its self-developed and operated intelligent supply
chain platform is directly connected to China Customs and other regulatory authorities, enabling industry-leading compliant customs clearance
efficiency and industrial big-data capabilities.
Forward-Looking
Statements
This press release 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. These statements are based on current expectations and
are subject to various risks and uncertainties that may cause actual results to differ materially from those anticipated, including risks
related to the proposed cooperation with Optimize Integration Group, the development of global deployment, expected timelines, capabilities
and market expansion. Investors are cautioned to consider the specific risk factors detailed in this press release, as well as other
risk factors disclosed in the Company’s filings with the SEC. Except as required by law, the Company undertakes no obligation to
update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances.
Media
Inquiries:
Ms.
Crystal Yip
Tel:
9587 3234 / 3461 3661
Email:
crystalyip@arecommtech.com
Ms.
Chelsie Tam
Tel:
6094 3336 / 3461 3750
Email:
chelsietam@arecommtech.com
4