Dreamland Limited Class A Ordinary Shares

Dreamland Limited, a Cayman Islands holding company, operates through its Hong Kong subsidiary Trendic International Limited, providing event management services specializing in themed touring walk-through experience events for IP owners of animated cartoons and motion pictures. The company manages event lifecycles including planning, promotion, interactive activities, merchandise sales, and food/beverage, while also offering design and merchandising services. It shifted from pure service provider to event organizer/investor post-COVID, driving revenue growth from HK$20.4 million (year ended March 31, 2024) to HK$45.8 million (year ended March 31, 2025), and HK$31.0 million to HK$40.0 million for six months ended September 30, 2024-2025. However, it reported a HK$37.0 million net loss in the six months ended September 30, 2025 due to share-based payments and listing expenses. This F-1 registration seeks to raise up to US$4.5 million via best-efforts sale of 30 million Class A Ordinary Shares at US$0.15 each, bundled with warrants for 150 million shares (exercise price US$0.01, 3-year term). Proceeds will fund event projects (30%), multi-territorial IP licenses (20%), and working capital (50%). Currently Nasdaq-listed (TDIC) with 36 million Class A shares outstanding, CEO Ms. Seto Wai Yue holds 58.99% Class A and 100% Class B (12x voting), dropping to 42.61% voting post-offering. The company aims to expand in Hong Kong's mega events economy and overseas markets amid regulatory risks from PRC oversight of Hong Kong operations.

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