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VCI Global (NASDAQ: VCIG) sets up RWA digital coupon exchange with Mezzofy

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Form Type
6-K

Rhea-AI Filing Summary

VCI Global Limited is advancing its digital asset strategy through a definitive partnership agreement between its blockchain arm, Smart Bridge Technologies, and Mezzofy Holding Limited to create a Real-World Asset digital coupon and voucher exchange.

The partners plan to form a new entity where Smart Bridge will hold a 51% stake, leading regulatory structuring, settlement infrastructure, and ecosystem integration, while Mezzofy holds 49% and contributes its enterprise merchant network, tokenization expertise, and exchange technology. The agreement lasts at least one year, can be terminated before the new entity is formed, and does not require immediate capital contributions. Future equity, funding, and operational terms will depend on further definitive documents and approvals.

Positive

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Insights

VCI Global outlines a majority-controlled RWA voucher exchange, but commercial results remain unproven.

VCI Global is moving from digital asset infrastructure development toward execution by partnering with Mezzofy on a blockchain-enabled exchange for tokenized vouchers. Smart Bridge is expected to retain majority ownership and oversee regulation, settlement infrastructure, and ecosystem integration.

Mezzofy’s established enterprise merchant relationships may help the exchange launch with an existing user base, potentially reducing early adoption risk. However, the agreement does not mandate immediate capital contributions or guarantee the new entity’s formation, and key economic terms will depend on future documentation and approvals.

Overall impact on the business will depend on whether the planned entity is actually formed, how quickly enterprises adopt secondary trading of vouchers, and what recurring transaction or onboarding revenues emerge, topics likely addressed in subsequent corporate updates and periodic reports.

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO SECTION 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of February 2026

 

Commission File Number: 001-41678

 

VCI Global Limited

(Translation of registrant’s name into English)

 

Suite 33.03 of Level 33, Menara Exchange 106, Lingkaran TRX, Tun Razak Exchange,
55188 Kuala Lumpur, Malaysia

(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

 

 

 

 

 

On February 18, 2026, VCI Global Limited (the “Company”) announced that its blockchain infrastructure arm, Smart Bridge Technologies Limited (“Smart Bridge”) had entered into a definitive partnership agreement (the “Agreement”) with Mezzofy Holding Limited (“Mezzofy”), an enterprise digital voucher solutions provider serving multinational corporations and Fortune 500 brands, to establish a Real-World Asset (RWA) Digital Coupon Exchange.

 

Under the Agreement, Smart Bridge and Mezzofy will jointly establish a partnership through the establishment of a legal entity (“Partnership Entity”) to develop, launch, and operate a blockchain-enabled exchange focused on tokenized digital coupons and vouchers. Smart Bridge will retain 51% of the equity ownership of the Partnership Entity and lead regulatory structuring, settlement infrastructure development, and ecosystem integration, while Mezzofy will retain the remaining 49% of the ownership, and will contribute its enterprise merchant network, tokenization expertise, and exchange technology stack. 

 

The Agreement has an initial term of one year from the date of execution. If the Partnership Entity is established within such one-year period, the Agreement will remain in effect for so long as the Partnership Entity continues to exist. Prior to the establishment of the Partnership Entity, either party may terminate the Agreement upon 60 days’ prior written notice. The Agreement also contains customary provisions relating to confidentiality, intellectual property ownership, governance matters and termination upon material breach.

 

The Agreement does not require Smart Bridge to make any immediate capital contribution and does not guarantee the formation of the Partnership Entity. The parties’ future collaboration, including any equity structure, funding commitments, or operational arrangements, will be subject to definitive documentation and applicable approvals.

 

The foregoing descriptions of the Agreement are only summaries and are qualified in their entirety by reference to the complete text of the form of Agreement, a copy of which is attached as Exhibit 10.1 to this Report on Form 6-K and are incorporated by reference herein.

 

A copy of the press release announcing the event is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Exhibit
Number
  Description
10.1   Form of Partnership Agreement between Smart Bridge Technologies Limited and Mezzofy Holding Limited
99.1   Press Release issued by VCI Global Limited on February 18, 2026

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: February 18, 2026 VCI Global Limited
     
  By: /s/ Victor Hoo
  Name: Victor Hoo
  Title: Chairman and Chief Executive Officer

 

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Exhibit 99.1

 

 

 

VCI Global Accelerates Commercialisation of Enterprise RWA Infrastructure, Entering Execution Phase with Majority-Controlled Digital Voucher Exchange

 

Definitive Agreement with Mezzofy Positions VCIG to Capture Recurring Transaction Revenue, Secondary Liquidity Value and Scalable Digital Commerce Infrastructure Opportunities

 

 

February 18, 2026 | Globe Newswire

 

KUALA LUMPUR, Malaysia, February 18, 2026 – VCI Global Limited (NASDAQ: VCIG) (“VCI Global” or the “Company”) today announced a major execution milestone in its digital asset infrastructure strategy. Its blockchain infrastructure arm, Smart Bridge Technologies Limited (“Smart Bridge”) has entered into a definitive agreement with Mezzofy Holding Limited (“Mezzofy”), an enterprise digital voucher solutions provider serving multinational corporations and Fortune 500 brands, to establish a Real-World Asset (RWA) Digital Coupon Exchange.

 

The agreement transitions VCI Global from platform development into commercial deployment, positioning the Company to participate directly in transaction-driven digital commerce flows through a majority-controlled infrastructure layer designed around enterprise adoption rather than speculative retail activity.

 

Under the agreement, Smart Bridge and Mezzofy will jointly establish a dedicated entity to develop, launch, and operate a blockchain-enabled exchange focused on tokenised digital coupons and vouchers. Smart Bridge will retain majority ownership and lead regulatory structuring, settlement infrastructure development, and ecosystem integration, while Mezzofy contributes its enterprise merchant network, tokenisation expertise, and exchange technology stack.

 

“Digital vouchers have evolved into a core engagement tool for global brands, yet most remain confined within closed ecosystems. By enabling tokenisation and exchange-based infrastructure, this collaboration introduces new interoperability and lifecycle value for enterprise issuers while expanding cross-border digital commerce opportunities,” said Dicky Ying, Chief Executive Officer of Mezzofy.

 

Mezzofy’s enterprise relationships with global brands are expected to provide an immediate commercialisation pathway, enabling the Exchange to launch with a pre-existing ecosystem rather than relying solely on speculative user acquisition cycles. Access to an established multinational merchant pipeline reduces traditional adoption risk commonly associated with early-stage RWA platforms.

 

The Company expects the Exchange to evolve into a core infrastructure pillar within VCI Global’s digital asset ecosystem, designed to generate recurring transaction revenue, enterprise onboarding fees, and settlement infrastructure income streams as adoption scales.

 

 

 

 

 

The global digital voucher and incentive market represents a multi-hundred-billion-dollar annual ecosystem driven by enterprise marketing, loyalty programs, and cross-border digital commerce.

 

While billions of dollars worth of digital vouchers and incentives are issued globally each year, most remain locked within closed ecosystems without a structured secondary market or price discovery mechanism. By enabling compliant tokenisation and exchange-based trading, the platform introduces potential secondary liquidity to an asset class that historically lacked resale infrastructure, positioning VCI Global among early infrastructure providers addressing this structural gap in digital commerce.

 

As enterprises increasingly seek new engagement models and monetisation channels for unused or underutilised vouchers, secondary trading functionality may unlock additional lifecycle value beyond initial issuance, potentially increasing enterprise participation and ecosystem activity over time.

 

Potential monetisation pathways include:

 

Transaction-based fees from tokenised coupon trading
   
Enterprise tokenisation and infrastructure services
   
Stablecoin-enabled settlement and payment rails
   
Ecosystem-based digital commerce integrations

 

The agreement establishes a structured governance framework with joint strategic oversight, unified technology development, and milestone-based capital deployment designed to support disciplined scaling toward commercial launch.

 

“This definitive agreement moves our RWA infrastructure strategy firmly into execution mode. By integrating enterprise merchant distribution with blockchain settlement capabilities, we are positioning VCIG to scale recurring digital commerce revenues through infrastructure ownership rather than one-off initiatives,” said Dato’ Victor Hoo, Group Executive Chairman and CEO of VCI Global.

 

About VCI Global Limited

 

VCI Global Limited (NASDAQ: VCIG) is an AI-native operating platform designed to scale and optimize businesses through centralized intelligence, data, and capital discipline.

 

The Company operates a platform-based model in which subsidiaries, affiliates, and portfolio companies plug into VCI Global’s centralized AI, data, governance, and capital allocation systems, enabling faster execution, improved capital efficiency, and scalable growth across multiple industries.

 

 

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VCI Global’s platform centralizes AI-enabled execution, standardized KPI frameworks, financial and governance controls, and strategic capital allocation, while operating businesses focus on revenue generation, customer relationships, and local execution.

 

The Company maintains exposure across advisory, AI, and digital infrastructure, digital assets, energy, automotive, and consumer sectors, and continuously evaluates opportunities to scale, spin off, divest, or discontinue businesses based on performance, scalability, and return on capital.

 

VCI Global’s platform-centric approach is designed to enhance productivity, improve IPO readiness, and unlock long-term value through disciplined growth and selective capital deployment.

 

For more information on the Company, please log on to https://v-capital.co/.

 

Cautionary Note Regarding Forward-Looking Statements

 

This press release contains forward-looking statements that are subject to various risks and uncertainties. Such statements include statements regarding the Company’s ability to grow its business and other statements that are not historical facts, including statements which may be accompanied by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential” or similar words. These forward-looking statements are based only on our current beliefs, expectations, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict and many of which are outside of our control. Therefore, you should not rely on any of these forward-looking statements. Actual results could differ materially from those described in these forward-looking statements due to certain factors, including without limitation, the Company’s ability to achieve profitable operations, customer acceptance of new products, the effects of the spread of coronavirus (COVID-19) and future measures taken by authorities in the countries wherein the Company has supply chain partners, the demand for the Company’s products and the Company’s customers’ economic condition, the impact of competitive products and pricing, successfully managing and, general economic conditions and other risk factors detailed in the Company’s filings with the United States Securities and Exchange Commission (“SEC”). The forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake any responsibility to update the forward-looking statements in this release, except in accordance with applicable law.

 

CONTACT INFORMATION:

 

For media queries, please contact:

 

VCI GLOBAL LIMITED

enquiries@v-capital.co

 

View original content:

 

 

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FAQ

What did VCI Global Limited (VCIG) announce in this 6-K?

VCI Global announced a definitive partnership agreement between its blockchain arm Smart Bridge Technologies and Mezzofy to build a Real-World Asset digital coupon and voucher exchange, moving its digital asset strategy from pure platform development toward commercial deployment and transaction-based digital commerce flows.

Who are the partners in VCI Global’s new RWA Digital Coupon Exchange initiative?

The exchange initiative is led by Smart Bridge Technologies, VCI Global’s blockchain infrastructure arm, and Mezzofy Holding Limited, a digital voucher solutions provider serving multinational and Fortune 500 brands. Smart Bridge focuses on regulatory and infrastructure work, while Mezzofy contributes its merchant network and tokenization technology stack.

How will ownership of the new VCI Global and Mezzofy exchange entity be structured?

VCI Global’s Smart Bridge intends to hold 51% of the new entity, giving it majority control over the digital coupon exchange. Mezzofy would own the remaining 49%, contributing enterprise merchant relationships and exchange technology while participating in governance and joint strategic oversight under the partnership framework.

Does the VCI Global and Mezzofy agreement require immediate capital contributions?

The agreement does not require Smart Bridge to make any immediate capital contribution and does not guarantee that the partnership entity will be formed. Future funding commitments, equity structure, and operational arrangements will depend on separate definitive agreements and necessary approvals before capital is deployed.

What is the initial term and termination flexibility of VCI Global’s agreement with Mezzofy?

The agreement has an initial one-year term from execution. If the new entity is formed during that period, it continues while the entity exists. Before formation, either party may terminate with 60 days’ written notice, providing flexibility if conditions or strategic priorities change.

What market opportunity is VCI Global targeting with the RWA Digital Coupon Exchange?

VCI Global is targeting the large digital voucher and incentive market, where billions of dollars in vouchers are issued each year but largely remain locked in closed systems. The planned exchange aims to enable tokenization, secondary trading, and potential liquidity for enterprise-issued digital coupons and incentives.

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