Publication of a Prospectus

16 July 2025

Honye Financial Services Ltd

("Honye" or the "Company")

Publication of Prospectus

Allotment of Shares

PUBLICATION OF PROSPECTUS

Honye Financial Services Ltd (LSE: HOYE) is pleased to announce that, further to its announcement earlier today relating to the acquisition of Zoyo Capital Limited and the Subscription, its Prospectus dated today's date has been approved by the FCA and has been published today.

The Prospectus and an electronic copy of the Prospectus has been made available on the Company's website (https://honyefinance.com/). The Prospectus will also be available for inspection at the National Storage Mechanism website https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Terms used in this announcement shall, unless the context otherwise requires, be as defined in the announcement published by the Company earlier today in relation to the acquisition of Zoyo Capital Limited and the Subscription‎.

ALLOTMENT OF SHARES

The Company also confirms that it has today allotted the 113,043,478 Consideration Shares and the 10,869,565‎ Subscription Shares ("New Ordinary Shares"), conditionally on the re-admission of the Company's existing Ordinary Shares ‎("Existing Ordinary Shares") and the admission of the New Ordinary Shares ‎to the Equity Shares (Transition) Category of the Official List maintained by the FCA and to trading on the London Stock Exchange's ‎Main Market for listed securities‎ ("Admission") at the issue price of £0.23 per New Ordinary Share.

Applications are being made to the FCA and to the London Stock Exchange for the re-admission of the Existing Ordinary Shares and for admission of the New Ordinary Shares ‎to the Equity Shares (Transition) Category of the Official List ‎and to trading on the London Stock Exchange's ‎Main Market for listed securities.

It is expected that Admission will become effective at or around 8.00 a.m. on 23 July 2025 and that dealings in the New Ordinary Shares will commence at that time and that trading in the Existing Ordinary Shares will resume at that time.

The New Ordinary Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with the Existing Ordinary Shares of the Company and will on issue be free of all claims, liens, charges, encumbrances and equities.

The Company confirms that with effect from Admission, the Company's issued share capital will comprise 148,584,393 Ordinary Shares of £0.01 each, with each share carrying the right to one vote. The Company does not hold any ordinary shares in treasury.

The above figure of 148,584,393 Ordinary Shares may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or of a change to their interest in the Company under the FCA's Disclosure and Transparency Rules.

CHANGE OF NAME

Following the passing of the special resolution at the general meeting held on 19 June 2025 to change the Company's name to Zoyo Limited, subject to the publication of the Prospectus, the Company will now make the relevant filings with the Registrar of Companies of the Cayman Islands to change the Company's name.

The Company's change of name will take effect once the Registrar of Companies of the Cayman Islands has issued a new certificate of incorporation on change of name.

The Company's existing ISIN KYG4598W1024‎ will expire following the change of name. The Company will apply for a new ISIN, which is expected to take effect on or around the effective date of the change of name. A further announcement will follow in due course.

**ENDS**

For further information, please visit https://honyefinance.com/‎.

MARKET ABUSE REGULATION DISCLOSURE

The information contained within this announcement is deemed by the Company (LEI: 213800PS7ZTYIWJWJC22) to constitute inside ‎information for the purpose of Article 7 of EU Market Abuse Regulation (EU) No. 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended.

IMPORTANT NOTICES

This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "anticipates", "targets", "aims", "continues", "expects", "intends", "hopes", "may", "will", "would", "could" or "should" or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include matters that are not facts. They appear in a number of places throughout this announcement and include statements regarding the Directors' beliefs or current expectations concerning, amongst other things, the amount of capital which will be returned by the Company and the taxation of such amounts in the hands of Shareholders. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances. Investors should not place undue reliance on forward-looking statements, which speak only as of the date of this announcement.

The information given in this announcement and the forward-looking statements speak only as at the date of this announcement. The Company and their respective affiliates expressly disclaim any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement to reflect actual results or any change in the assumptions, conditions or circumstances on which any such statements are based unless required to do so by the Financial Services and Markets Act 2000, the UK Listing Rules, the Prospectus Regulation Rules or other applicable laws, regulations or rules.

The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

The value of shares and the income from them is not guaranteed and can fall as well as rise due to stock market and currency movements. When you sell your investment you may get back less than you originally invested. All of the value of an investor's investment in the Company will be at risk. Past performance is not a guide to future performance and the information in this circular or any documents relating to the matters described in it cannot be relied upon as a guide to future performance. Persons needing advice should contact a professional adviser.