Tian Ruixiang Holding Ltd (NASDAQ:TIRX), today announced that it is in advanced and mature discussion to acquire a Hong Kong-based AI and crypto empowered broker  (the "Target"), a specialized firm focused on offshore asset allocation and wealth management solutions, with annual revenue over USD 200 million at 50% growth in the past 5 years.

Transaction Details

The acquisition will be structured as a share-for-share exchange, with TIRX issuing newly registered common stock to the Target's shareholders. The Target is expected to operate as a wholly owned subsidiary of TIRX, retaining its existing brand and leadership team to ensure continuity of client service.

Strategic Rationale & Expected Impact

The Target brings a 10+ year track record of serving high-net-worth individuals and families across the Asia-Pacific region, with a client base of over 1,000 high-net-worth clients and 10,000+ serviced families. Its expertise in insurance brokerage, wealth planning, and cross-border financial services is highly complementary to TIRX's strengths in AI-driven financial technology and digital currency infrastructure.

Following the planned acquisition, the combined entity will prioritize three core growth initiatives:

AI-Enhanced Insurance Distribution – Deploy TIRX's AI tools to optimize the Target's insurance product matching and client engagement, expanding its regional insurance market share.

Digital Currency Enabled Wealth Solutions – Integrate digital currency custody and transaction capabilities into the Target's offshore asset allocation services.

Scalable Regional Expansion – Leverage the Target's Hong Kong hub to accelerate TIRX's expansion into Southeast Asia's high-growth wealth management markets.

Financial Outlook

Based on current projections, the acquisition is expected to:

- Generate over US$200 million in annual incremental revenue for TIRX within the first full year post-closing.

- Drive a compound annual growth rate (CAGR) of over 50% in both consolidated revenue and net income over the next three years.

- Be immediately accretive to TIRX's earnings per share (EPS).

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