TJGC GROUP Ltd

The company operates in the integrated marketing and advertising services industry in Hong Kong, specializing in mobile games promotion for the local market. The market for specialized mobile game advertising in Hong Kong is occupied by a few market players who compete with one another. The company considers itself a major player in the industry with a significant market share. The online marketing and advertising service industry is highly competitive, requiring few capital investments that could exert an entry barrier. Competition is based on price, the effectiveness of marketing and advertising solutions, and the quality of customer services.

The company's direct competitors are other advertising agencies, and while few advertising agencies in the local market specialize in advertising for mobile games, there are many conventional marketing channels such as direct marketing, printed advertising, and traditional media of television, radio and cable companies that could potentially replace the company. The company believes its competitive advantages include its integrated one-stop marketing service, established local client base, established market position providing market visibility, ability to implement regional adaptation of advertising content, comprehensive range of value-added services, established business relationships with comprehensive coverage of local media publishers, ability to bargain for favorable commercial terms with media publishers, and an experienced management team and responsive and creative employees.

The company generates revenue by providing one-stop advertising services to clients throughout the entire advertising process, which comprises the planning, creating, launching, managing and performance monitoring of advertisements. The business model is generally project-based, where the company charges clients a fee for marketing services rendered for a specific marketing campaign. Revenue is substantially project-based and non-recurring in nature. The company principally makes use of digital media such as online social media platforms, websites and search engines over the Internet to broadcast advertising campaigns, and also makes use of physical media such as podium platforms with transportation terminals and public venues. The company pays media publishers and advertising agencies mainly based on advertising exposure frequency and behavioral parameters such as the number of clicks into the advertisement.

The company's revenue is derived from four major types: online advertising, offline advertising and web banner marketing, provisioning of strategic planning services, and other services. For the year ended March 31, 2026, online advertising revenue was HK$10,862,227 ¹, offline advertising and web banner marketing revenue was HK$14,289,326 ², provisioning of strategic planning services revenue was HK$418,331 ³, and other services revenue was HK$3,147,679 ⁴. The company's cost of services includes online advertising fee, offline advertising fee, staff cost, and others. For the year ended March 31, 2026, online advertising fee was HK$6,930,926 ⁵, offline advertising fee was HK$9,236,788 ⁶, staff cost was HK$3,774,592 ⁷, and other costs were HK$2,590,195 ⁸. Gross profit for the year ended March 31, 2026 was HK$6,185,062 ⁹, with a gross profit margin of 21.5% ¹⁰.

The company's wholly-owned subsidiary CTRL Media is an integrated marketing and advertising services provider in Hong Kong specializing in mobile games promotion for the local market. Through CTRL Media, the company engages in one-stop advertising services to customers in Hong Kong. The company has started to explore new business opportunities through newly-formed subsidiaries CTRL Solutions, CTRL Games, and Tongjiang Group. CTRL Solutions is and will be principally engaged in advertising consulting services. CTRL Games will be principally engaged in game publishing. Tongjiang Group will be principally engaged in high-value-added consulting and international trade services. Horgos Gongchuang Huitong, a subsidiary established in January 2026, had not commenced any operations as of the date of the filing, and on July 3, 2026, passed a resolution to dissolve the company and commence its deregistration and liquidation procedures.

On January 23, 2025, the company closed its IPO of 2,000,000 ordinary shares at $4.00 per share ¹¹. On January 24, 2025, the underwriters exercised their over-allotment option to purchase an additional 300,000 ordinary shares at $4.00 per share ¹². The IPO and exercise of the over-allotment option generated net proceeds totaling HK$64,093,706 (US$8,238,371) ¹³ from gross proceeds totaling HK$71,462,841 (US$9,200,000) ¹⁴. On February 14, 2025, CTRL Solutions entered into four cooperative agreements with an exhibition service provider totaling approximately HK$15,292,500 (US$2.7 million) ¹⁵ and one Exhibition Events Joint Investment Agreement valued at approximately HK$6,250,000 (US$0.8 million) ¹⁶. On March 7, 2025, CTRL Games entered into a Game Development Agreement with Esport Games Limited to develop a mobile games platform amounting to US$2.1 million ¹⁷, subsequently reduced to approximately US$1.9 million ¹⁸ on January 30, 2026. On June 13, 2025, CTRL Games entered into an agreement with QMO Digital Co., Ltd for development of a game membership platform webpage and SDK with aggregate contract value of approximately US$500,000 ¹⁹. On April 15, 2026, the company completed a registered direct offering of 15,000,000 ordinary shares at US$0.40 per share ²⁰, generating aggregate gross proceeds of US$6,000,000 ²¹. On May 6, 2026, the board approved a 3-for-1 share consolidation ²², effective May 26, 2026, reducing issued ordinary shares from 30,300,000 to 10,100,023 ²³. The company recognized an impairment loss of approximately HK$4,312,000 (US$550,000) ²⁴ on game development costs for the year ended March 31, 2026, and an impairment of approximately HK$10,593,902 ²⁵ related to exhibition prepayments, with a subsequent reversal of impairment loss on prepayment of approximately HK$3,083,924 ²⁶.

Total revenue for the year ended March 31, 2026 was HK$28,717,563 ²⁷, a decrease of approximately HK$1,754,568 ²⁸ or 5.8% ²⁹ compared to HK$30,472,131 ³⁰ for the year ended March 31, 2025. Cost of services was HK$22,532,501 ³¹ for fiscal 2026, compared to HK$23,885,710 ³² for fiscal 2025. Gross profit was HK$6,185,062 ³³ for fiscal 2026, compared to HK$6,586,421 ³⁴ for fiscal 2025. Gross profit margin was 21.5% ³⁵ for fiscal 2026, compared to 21.6% ³⁶ for fiscal 2025. Net loss was HK$23,504,077 ³⁷ for fiscal 2026, compared to HK$26,836,426 ³⁸ for fiscal 2025. Total comprehensive loss was HK$23,493,969 ³⁹ for fiscal 2026, compared to HK$26,852,702 ⁴⁰ for fiscal 2025. The company had 28 ⁴¹ employees as of March 31, 2026, compared to 24 ⁴² as of March 31, 2025.

The company intends to expand its one-stop advertising services to South-east Asia markets, such as Taiwan, Malaysia and Singapore, by establishing local offices and recruiting local staff. The company also intends to expand into the Taiwan market to provide one-stop game advertising services for local markets. The company expects to expand into emerging markets (such as mainland China, Southeast Asia, and the Middle East) through internet technology services, internet sales and international trade, creating new growth areas for the company. The company's proposed expansion into the Taiwan market may pose heightened risks due to the unstable political and business tension between China, Taiwan, and other countries such as the U.S. The Taiwan branch office is expected to generate a relatively small percentage of the company's consolidated revenue.

The company intends to become a mobile game operator. According to a report prepared by Analysys Limited, the global mobile game market in terms of customer spending increased from US$70.8 billion ⁴³ in 2018 to US$100.6 billion ⁴⁴ in 2023, at a CAGR of 7.3% ⁴⁵, which is expected to grow to US$116.2 billion ⁴⁶ in 2028. The company's management determined that it has the abilities to become a mobile game operator to capture the mobile game market. As of the date of the filing, the company had not identified any potential mobile game and established relationship with publisher. The company anticipates officially launching the mobile games platform and related games to the public during the year ending March 31, 2027 ⁴⁷. The company has also begun exploring the use of AI technologies to enhance certain aspects of its business workflow and support future business development, although such initiatives remain at an early stage.

The filing does not contain specific margin or cost outlook targets.

The company's future growth may involve strategic acquisitions of media publishers and operation rights with upcoming mobile games in the local market. The company does not have definitive agreements or commitments for any material acquisitions at this time. The company has begun to explore the use of AI technologies in internal workflows, which are intended to enhance operational efficiency over time, but such efforts remain at an early stage and are not expected to have a material impact on results of operations in the near term.

The filing does not contain specific R&D spending levels, capital expenditure plans, share repurchase authorization amounts, or dividend policy figures.

The company faces structural headwinds including that its business revenue is substantially project-based and non-recurring in nature, and its future business depends on its continuous ability to secure upcoming advertising projects from clients. The company may have limited visibility regarding its future revenue streams. The company's success depends on its ability to maintain relationships with recurring clients and to attract new clients. The company cannot assure that its clients will continue to solicit its services or that it will be able to replace departing clients with potential clients that attribute a comparable level of revenue.

The company faces risks from new developments in PRC laws and regulations regarding the use of mobile games and their export and marketing in Hong Kong. A very high proportion of the mobile games launched in the local market in Hong Kong are originally developed in the PRC. Any potential changes in rules and regulations imposing restraint over the export and dissemination of mobile games outside of the PRC, including Hong Kong, could adversely affect the company's revenue to a significant extent. The company also faces risks from the legal system in Hong Kong and China, including that rules and regulations can change quickly with little or no advance notice, and that the Chinese government may intervene or influence operations at any time.

The company's independent registered public accounting firm's auditors' report includes an explanatory paragraph stating that there is substantial doubt about the company's ability to continue as a going concern, as the company has incurred significant losses from operations of approximately HK$23.5 million ⁴⁸ for the year ended March 31, 2026 and has an accumulated deficit of HK$47.7 million ⁴⁹. The company's business revenue is substantially project-based and non-recurring in nature, and its future business depends on its continuous ability to secure upcoming advertising projects from clients. The company operates in the highly competitive online marketing and advertising service industry requiring few capital investments that could exert an entry barrier, and may not be able to compete successfully against existing or new competitors. A very high proportion of the mobile games launched in the local market in Hong Kong are originally developed in the PRC, and any potential changes in PRC laws and regulations regarding the use of mobile games and their export and marketing in Hong Kong could adversely affect the company's revenue to a significant extent. The company may not be successful in developing games by outsourcing, as it recognized an impairment loss of approximately HK$4,312,000 (US$550,000) ⁵⁰ on game development costs for the year ended March 31, 2026.

Management's message emphasizes that the company is an integrated marketing and advertising services provider in Hong Kong specializing in mobile games promotion for the local market, and considers itself a major player in the industry with a significant market share. The company's development and expansion strategy includes expanding the Asia game advertising market to South-east Asia markets such as Taiwan, Malaysia and Singapore, and becoming a mobile game operator. Management has determined that the company has the abilities to become a mobile game operator to capture the mobile game market, and believes that the company's game advertising can complement mobile game operation in obtaining more profitability and achieving a synergistic effect. The company anticipates officially launching the mobile games platform and related games to the public during the year ending March 31, 2027 ⁵¹. Management also notes that the company has begun exploring the use of AI technologies to enhance certain aspects of its business workflow, although such initiatives remain at an early stage.