8. INVESTMENT IN JOINT VENTURES

In December 2025, YHC Online Limited (“YHC”), a wholly-owned subsidiary of the Company, entered into four separate joint venture agreements with Bancroft Equity Limited, Emerald Wealth Inc., Meridian Financial Solutions Inc., and Sequoia Equity Group Inc., to cooperate in the creation of multi-channel network (“MCN”) content for digital platforms, including TikTok. Each joint venture is engaged in the creation and monetization of influencer-hosted content targeted at a specific geographic market. Under each agreement, YHC holds a 20% minority ownership interest and has no rights to appoint directors or officers of, or participate in the day-to-day management or operations of, any joint venture entity. The majority partner in each joint venture retains full operational control. None of the co-venturers is a related party of the Company.

The Company evaluated its investments under ASC 323, Investments — Equity Method and Joint Ventures. Although YHC held a 20% ownership interest in each joint venture entity, the Company determined that significant influence did not exist over the three formed joint venture entities, as the express terms of each joint venture agreement explicitly prohibited YHC from appointing directors or officers of, or participating in the day-to-day management or operations of, any joint venture entity. As the presumption of significant influence was rebutted, the equity method of accounting was not applied, and the investments were carried at cost.

Each joint venture agreement provides YHC with a put right, exercisable at any time following the first anniversary of the respective agreement, pursuant to which YHC may require the co-venturer to repurchase YHC’s interest at a price equal to YHC’s total funded investment amount.

Of the aggregate $24,000,000 total commitment, $18,494,000 had been funded prior to the terminations described below, comprising $14,670,000 funded to the three formed joint venture entities and $3,824,000 advanced to Sequoia Equity Group Inc. pending formation of the Middle East joint venture entity.

No income or loss from the joint ventures was recognized during the six months ended June 30, 2026, as the investments were carried at cost and no dividends or distributions were declared by any joint venture entity prior to termination.

In April 2026, all four agreements were terminated, and the amounts previously funded, aggregating $18,494,000, were returned to YHC in the form of USDT, a digital asset. This USDT, together with USDT received from other sources, was subsequently applied toward the consideration for the acquisition of Fusion Five Continents Securities Limited, which completed its additional closing on June 1, 2026. Following the terminations, the Company has no remaining joint venture commitments or obligations, and no investment in joint ventures is carried on the unaudited condensed consolidated balance sheet as of June 30, 2026. See Note 9 — Digital Assets and Note 4 — Business Combination.

The movement in investments in joint ventures and advances during the period was as follows: