HONG KONG, March 14, 2025 – Primega Group Holdings Limited (Nasdaq: PGHL) (the “Company”) announced that it received notification from Nasdaq on March 12, 2025, stating that the Company’s closing bid price did not meet the minimum $1 per share requirement for continued listing, as outlined in Nasdaq Listing Rules 5550(a)(2). This determination was based on the Company’s closing bid price between January 28, 2025, and March 11, 2025.

The notification does not immediately affect the listing status of the Company’s ordinary shares. The Company has been granted a 180-day period, until September 8, 2025, to regain compliance. If compliance is not achieved within this timeframe, the Company may be eligible for an additional 180 days if it meets the market value of publicly held shares requirement and all other initial listing standards for The Nasdaq Capital Market (excluding the bid price requirement). The Company must also provide written notice of its intent to rectify the deficiency during this second period, potentially through a reverse stock split. However, if it becomes apparent that the Company cannot resolve the deficiency, or if it is otherwise ineligible, Nasdaq will issue a delisting notice.

The Company is currently exploring options to regain compliance with Nasdaq’s continued listing requirements and intends to do so in a timely manner. While the Company will make every reasonable effort to comply with Rule 5550(a)(2), there is no guarantee that it will be successful or that it will comply with other Nasdaq continued listing requirements.

Forward-Looking Statements

This press release contains forward-looking statements that involve risks and uncertainties. These statements are based on the Company’s current expectations and projections regarding future events that may impact its financial condition, operating results, business strategy, and financial needs. These statements can often be identified by the use of terms such as “approximates,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may,” or similar expressions. The Company is not obligated to update or revise any forward-looking statements to reflect new information, events, or changes in expectations, except as required by law. While the Company believes its expectations are reasonable, it cannot guarantee their accuracy and advises investors that actual results may differ significantly. Investors are encouraged to review the Company’s SEC filings for other factors that could affect future results.

About Primega Group Holdings Limited

Primega Group Holdings Limited provides transportation services using environmentally conscious methods to promote the reuse of construction and demolition materials and reduce construction waste. Operating through a Hong Kong-based subsidiary, the Company is involved in the construction industry, focusing on transporting materials from construction sites. Its services include: (i) soil and rock transportation; (ii) diesel oil trading; and (iii) construction works, primarily excavation, lateral support, and bored piling. The Company typically operates as a subcontractor to other construction firms in Hong Kong.

CONTACT: For investor and media inquiries, please contact:

Company Info
Primega Group Holdings Limited
Man Siu Ming, Director and Chairman of the Board
msm@primegagroup.com
+852 3997 3682

Investor Relationship
HBK Strategy Limited
Katy Chan, Director
ir@hbkstrategy.com
+852 2498 3681

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