NOTE 1 — DESCRIPTION OF ORGANIZATION, BUSINESS OPERATIONS

EnerSyn Global Inc. (“ESYN”), formerly HWH International Inc. (“HWH”) and its consolidated subsidiaries (collectively, the “Company”) operate a food and beverage (“F&B”) business in Singapore, which operates one café. Following the change in control described below, the Company plans to expand into the energy sector, including through its pending acquisition of Hearty Nova Limited. As of September 30, 2026, that acquisition had not closed, and the Company had no energy-related operations, revenue, or assets.

The Company is presently developing Hapi Marketplace, a business-to-consumer platform featuring diverse product categories, and Hapi Wealth Builder, an educational program focused on wealth-building strategies. Both initiatives are being rolled out in phases, with digital content development, partner collaborations, and regional infrastructure setup currently underway.

EnerSyn Global Inc. was originally incorporated in Delaware on October 20, 2021 under the name Alset Capital Acquisition Corp. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company consummated the Business Combination on January 9, 2024 and changed its name from “Alset Capital Acquisition Corp.” to “HWH International Inc.” On September 18, 2026, the Company changed its name from “HWH International Inc.” to “EnerSyn Global Inc.” The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies.

On January 6, 2025, the Company announced the closing of its previously disclosed public offering of 632,500 shares of common stock, par value $0.0001 per share (the “Shares”) and 250,000 pre-funded warrants to purchase shares of common stock (“Pre-Funded Warrants”). The Shares and Pre-Funded Warrants were offered at a public offering price of $2.00 per share and $1.9995 per Pre-Funded Warrant, respectively. The Pre-Funded Warrants are exercisable immediately upon issuance and have an exercise price of $0.0001 per share. The gross proceeds to the Company from the offering were approximately $1.76 million, before deducting placement agent fees and other offering expenses. Each of the amounts of warrants and shares and the prices thereof in the foregoing paragraph are adjusted for a 1-for-5 reverse stock split of the Company’s stock split effective on February 24, 2025.

D. Boral Capital LLC (“D. Boral Capital”) acted as the exclusive placement agent for the offering. Pursuant to the Placement Agency Agreement, the Company paid D. Boral Capital a cash fee equal to 7.5% of the gross proceeds from the offering, a non-accountable expense allowance equal to 1.0% of the gross proceeds, and reimbursement for legal and out-of-pocket expenses up to $75,000.

On November 14, 2025, the Company completed a merger pursuant to which the Delaware parent merged with and into its wholly owned Nevada subsidiary, with the Nevada entity surviving. As a result, HWH International Inc., a Nevada corporation, succeeded to all assets and liabilities of the former parent and became the publicly traded registrant. The transaction constituted a change in legal domicile only, with each outstanding share converting on a one-for-one basis, and had no impact on the Company’s consolidated financial position, results of operations, or cash flows. The Company is the successor issuer under Rule 12g-3 of the Securities Exchange Act of 1934.

On August 10, 2026, the Company closed a private placement (the “PIPE”) with Smart Dynamics Technology Limited (“Smart Dynamics”). In the PIPE, Smart Dynamics bought 20,000,000 shares of common stock and 160,000,000 warrants for aggregate gross proceeds of $10,000,000. The PIPE resulted in a change in control of the Company. Also on August 10, 2026, three new directors were appointed to the Company’s Board of Directors. On September 1, 2026, Chan Heng Fai resigned as Chairman of the Board and Chief Executive Officer. Liu Ming Hui was appointed Chairman of the Board, and Liu Ming Xing was appointed Chief Executive Officer. As of the date hereof, Smart Dynamics beneficially owns approximately 71.2% of the Company’s common stock. Alset Inc., the Company’s former majority stockholder, beneficially owns approximately 16.4%.

On September 11, 2026, the Company entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) with Smart Dynamics Technology Limited, the Company’s majority stockholder. Pursuant to the Stock Purchase Agreement, the Company agreed to purchase all of the issued and outstanding shares (the “Shares”) of Hearty Nova Limited, a British Virgin Islands limited company, from Smart Dynamics Technology Limited. The purchase price for the Shares will be $1.00. As of September 30, 2026, the closing had not yet occurred.

On September 16, 2026, the Company filed an amendment to its amended and restated articles of incorporation to change its corporate name to “EnerSyn Global Inc.,” which became effective on September 18, 2026. Beginning with the opening of trading on September 22, 2026, trading of the Company’s common stock began under the new corporate name “EnerSyn Global Inc.” and the symbol “ESYN.” The new corporate name “EnerSyn Global Inc.” is strategically designed to reflect the Company’s planned expansion into new areas, including energy, as the Company expands its operations. The prefix “Ener” is intended to reflect the Company’s plans to enter into areas which may include global oil and gas resources, natural gas processing, coal-based energy production, and strategic mineral resources. The suffix “Syn”, derived from “Synthesis”, symbolizes what the Company believes will be a core competitive differentiation: the synthesis, integration and digitalization of global energy assets. This term will embody the integration of traditional energy processing, chemical synthesis business including natural gas-to-methanol production, and the future synchronized deployment of Real World Asset (RWA) digitization infrastructure. The addition of “Global” demonstrates the Company’s sustained cross-border resource expansion strategy, global capital market orientation, and its ambition to build a worldwide integrated energy industrial ecosystem.

The Company continues to operate its existing business operations as well.