TROOPS, Inc. disclosed that a petition was filed in the Grand Court of the Cayman Islands by Real Estate and Finance Fund (in Liquidation) alleging the company is insolvent following two Hong Kong judgments. The filing states the Company and certain subsidiaries are jointly and severally liable for HK$163,400,000 in one judgment and for HK$241,400,000 in a second judgment. The petitioner says the Company cannot pay these debts and seeks the Company’s winding up or, alternatively, a determination that winding up is just and equitable. A hearing on the petition is scheduled for October 9, 2025. The Company says it intends to seek an appeal and a stay of execution to protect shareholders’ interests.
TROOPS, Inc., through its wholly owned subsidiary Giant Connection Limited, entered into a Sale and Purchase Agreement to acquire a substantial stake in an insurance brokerage platform. On August 15, 2025, Giant Connection agreed to buy 49% of 3,000 ordinary shares owned by Digital Insura, Inc. in BLUE POOL VENTURES LIMITED for an aggregate cash consideration of HK$11,833,500, payable by bank transfer. The Target Company operates an insurance brokerage business through its subsidiary, Mass Fidelity Asset Management Limited. The Agreement also grants the Vendor a five-year put option requiring Giant Connection to purchase, in one or more closings upon written notice, up to the remaining 51% of these shares at a fixed price of HK$8,050 per share, payable in cash or via TROOPS, Inc. ordinary shares. The parties set August 31, 2025 as the target completion date for this transaction.