On 15 December 2023, the Tycoon Group Holdings Limited (Company) and CR Care Company Limited (CR Care) entered into the Master Sale and Purchase Agreement, pursuant to which (i) the Company, for itself and on behalf of its subsidiaries, conditionally agrees to purchase and CR Care conditionally agrees to sell the CR Products, and (ii) the Company, for itself and on behalf of its subsidiaries, conditionally agrees to sell and CR Care conditionally agrees to purchase the Tycoon Products. The transactions contemplated under the Master Sale and Purchase Agreement constituted continuing connected transactions of the Company under Chapter 14A of the Listing Rules. The Master Sale and Purchase Agreement is for a term commencing on 1 January 2024 and ending on 31 December 2026.

Pursuant to the Master Sale and Purchase Agreement, (i) the Company, for itself and on behalf of its subsidiaries, conditionally agrees to purchase and CR Care conditionally agrees to sell the CR Products, and (ii) the Company, for itself and on behalf of its subsidiaries, conditionally agrees to sell and CR Care conditionally agrees to purchase the Tycoon Products. Pursuant to the Master Sale and Purchase Agreement, the prices, payment terms, quantities and detailed terms with respect to the CR Products or, as the case may be, Tycoon Products shall be determined in accordance with the specific purchase orders to be agreed between the parties and shall be on normal commercial terms negotiated on an arm's length basis by the parties with reference to the prevailing selling prices of the CR Products or, as the case may be, Tycoon Products and at prices and terms (including the payment terms) no less favourable to the Company or, as the case may be, no more favourable to CR Care than prices and terms (including the payment terms) of sale of such products by the respective party, to their other independent customers.