International Entertainment shareholders approve DigiPlus convertible notes deal

International Entertainment Corporation shareholders have approved the convertible notes subscription linked to DigiPlus Interactive Corp, following the passing of all resolutions at an extraordinary general meeting (EGM) held on 26 February 2026.

The resolutions relate to the previously announced HK$1.6bn (US$204.5m) convertible notes deal that could result in DigiPlus becoming the controlling shareholder of International Entertainment.

According to the company’s announcement, 100% of votes cast were in favor of each resolution. These included approval of the subscription agreement, the grant of a specific mandate to issue conversion shares, the special deal concerning early repayment of promissory notes and the whitewash waiver under the Takeovers Code.

The whitewash waiver, granted by the Executive of the Securities and Futures Commission, removes the obligation for DigiPlus to make a mandatory general offer upon conversion of the notes. The relevant independent shareholder approvals required for the waiver have now been satisfied. 

Upon full conversion at the initial conversion price, DigiPlus would hold approximately 53.89% of the enlarged issued share capital. Total shares in issue would increase from 1.37bn to 2.97bn. 

The company also confirmed that there has been no change in the advice of its independent financial adviser following publication of its interim results for the six months ended 31 December 2025. 

The adviser reiterated that the subscription agreement, whitewash waiver and special deal remain fair and reasonable and recommended independent shareholders vote in favor.

The vote follows strong interim financial performance. For the six-month period, International Entertainment reported revenue of HK$458.9m, up 71.5% year-on-year, driven by expanded Manila gaming operations under its provisional licence with PAGCOR.