HONG KONG, Feb. 17, 2026 — DirectBooking Technology Co., Ltd. (“DirectBooking Technology” or the “Company”, Nasdaq: ZDAI) announced that its board of directors, via unanimous written resolutions dated January 23, 2026, approved a share consolidation plan (the “Share Consolidation”) to help the Company meet the minimum bid price requirement to remain listed on The Nasdaq Capital Market, its current stock exchange. The Share Consolidation is scheduled to take effect on February 17, 2026. The Company’s Class A Ordinary Shares will continue trading on the Nasdaq Capital Market under the ticker symbol “ZDAI” and are expected to begin split-adjusted trading when markets open on February 19, 2026.
The Share Consolidation will be implemented at a 16-for-1 ratio. Once the Share Consolidation goes into effect: (i) every 16 issued and unissued Class A ordinary shares of the Company, each with a par value of US$0.00005, will be consolidated into one Class A ordinary share, and the par value of each new Class A ordinary share will be adjusted to US$0.0008; and (ii) every 16 issued and unissued Class B ordinary shares of the Company, each with a par value of US$0.00005, will be consolidated into one Class B ordinary share, with the par value of each new Class B ordinary share adjusted to US$0.0008.
The Company’s total authorized share capital will remain unchanged at US$250,000, but will be reclassified as follows: (i) 250,000,000 Class A ordinary shares with a par value of US$0.0008 each; and (ii) 62,500,000 Class B ordinary shares with a par value of US$0.0008 each.
The board has also resolved that no fractional shares will be issued in connection with the Share Consolidation. Any fractional share entitlements resulting from the consolidation ratio will be rounded to the nearest whole share at the participant level.
The Share Consolidation also aims to streamline the Company’s share capital structure without altering existing shareholders’ proportional ownership interests or the current dual-class voting rights framework, while providing greater flexibility for potential future financing and capital market activities.
About DirectBooking Technology Co., Ltd.
The Company is a holding company incorporated in the Cayman Islands, with its operations conducted through its Hong Kong-based operating subsidiary, Primega Construction Engineering Co. Limited. The Company provides transportation services in Hong Kong’s construction industry and uses eco-friendly practices aimed at facilitating the reuse of construction and demolition materials and reducing construction waste. The Company primarily handles the transportation of materials excavated from construction sites. The Company’s core services consist of two main categories: (i) soil and rock transportation services, and (ii) construction works, which mainly include excavation and lateral support projects as well as bored piling. The Company typically provides its services as a subcontractor to other construction contractors operating in Hong Kong.
Safe Harbor and Informational Statement
This announcement contains “forward-looking statements” as defined under Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. All statements that are not historical facts, including without limitation those regarding the Company’s stated objectives, plans and strategies, and those preceded by or containing terms such as “believe,” “expect,” “anticipate,” “future,” “will,” “intend,” “plan,” “estimate” or similar expressions, are “forward-looking statements.” While the Company’s management believes these forward-looking statements are reasonable, it cannot guarantee that these expectations are or will be accurate. These forward-looking statements involve a number of risks and uncertainties that could cause the Company’s actual future results to differ materially from those anticipated. These forward-looking statements may change due to a variety of possible events and factors, not all of which are known to the Company, including without limitation the Company’s ability to timely and accurately respond to shifts in fashion trends and consumer preferences; management of customer concentration risk; reliance on third parties for raw material supplies, manufacturing services and transportation infrastructure; changes in government policies; overall and local economic conditions; the Company’s ability to expand through strategic acquisitions and new location openings; compliance with government regulations; legislative and regulatory environments; geopolitical events; and other events and risks outlined in the Company’s filings with the U.S. Securities and Exchange Commission. All information provided in this press release is current as of the date hereof, and the Company undertakes no obligation to update any forward-looking statement unless required by applicable law.
CONTACT: For more information, please contact: DirectBooking Technology Co., Ltd. tanyu@primegaghl.com
