TIAN RUIXIANG in Advanced Talks to Combine With An Asia-Pacific Leading InsurTech In Addition to Advancing Its 15,000 Bitcoin Acquisition Strategy

BEIJING, CHINA, Feb. 23, 2026 (GLOBE NEWSWIRE) -- TIAN RUIXIANG Holdings Ltd (NASDAQ: TIRX) (“Tian Ruixiang” or the “Company”), today confirms that it is in advanced and final-stage discussions for a transformative strategic business combination with a pre-eminent insurance technology (“InsurTech”) leader operating across the Asia-Pacific region.

In addition, the Company continues to progress its previously announced Bitcoin (BTC) acquisition strategy as part of its broad initiative to enhance long-term shareholder value.

This Asia-Pacific InsurTech leader is a well-capitalized, high-growth regional powerhouse with proprietary AI-driven underwriting, digital distribution, automated claims processing, and scalable operations across key high-growth markets in Asia. It has a strong track record of innovation, robust revenue growth, and institutional-quality operations positioned to redefine the digital insurance landscape.

Under the contemplated structure, the Asia-Pacific InsurTech intends to utilize Tian Ruixiang as its exclusive, long-term public platform to access U.S. capital markets and accelerate its global expansion. Existing TIRX shareholders will retain full public market ownership and participate in the substantial upside of the combined, upgraded InsurTech platform.

KEY CATALYSTS FOR SHAREHOLDERS

- Advanced and final-stage negotiations with a top-tier Asia-Pacific InsurTech giant

- TIRX targeted as the exclusive platform for a leading, institutionally backed InsurTech leader

- Dual value drivers: Transformative business combination plus ongoing BTC acquisition strategy

- No privatization: full public liquidity and ownership retained for all shareholders

- Clean, compliant NASDAQ listing with strong governance and transparent reporting

- Expected to attract significant institutional interest, expanded analyst coverage and material shareholder value creation

COMPANY STATEMENT

“We are in advancedand final-stage discussions with a leading Asia-Pacific InsurTech group for a transformative strategic business combination, in addition to continuing to advance our Bitcoin acquisition strategy,” stated the CEO of the Company.

“These initiatives represent a historic opportunity to unlock exceptional and sustainable value for all shareholders. We will provide updates as appropriate, while emphasizing that no definitive agreement has been reached.”

ABOUT TIAN RUIXIANG HOLDINGS LTD (NASDAQ: TIRX)

TIAN RUIXIANG Holdings Ltd (NASDAQ: TIRX) is a NASDAQ-listed holding company engaged in insurance-related services in China. The Company maintains a fully reporting, compliant public listing with a focus on strategic transformation, digital asset initiatives, and maximizing long-term shareholder value.