Assets to be disposed of. Pursuant to the Equity Transfer Agreement, the Vendor conditionally agreed to sell, and OVCT conditionally agreed to acquire, 49% equity interest in the Target Company. As at the date of this announcement, the Target Company is owned as to 49% by the Vendor and 51% by Beijing Tourism Group. Upon completion of the Disposal, the Target Company will be owned as to 49% by OVCT and 51% by Beijing Tourism Group. The Consideration for the Disposal, pursuant to the Equity Transfer Agreement, is RMB320,000,000 (equivalent to approximately HK$358,400,000), which is to be settled in cash in the following manner:
Assets to be disposed of. The Sale Share represents the entire issued share capital of the Target as at Completion. The Target is an investment holding company and its subsidiaries are principally engaged in operations of CETP and related services. As at the date hereof, the Target directly wholly owns Vax Limited, which is sole legal and beneficial owner of the copyright of the CETP. The principal assets of the Target Group are the abovementioned CETP which is operated by HKCET. The CETP is an intangible asset which includes intellectual property right of computer program, business model, relevant customer development, and other using the carbon emission trading platform in connection with the operating business. Trading emission amount of carbon dioxide which has been certified and has a trading platform for transaction is called carbon emission trading. Customer can trade certified emission amount of carbon dioxide on the trading platform. The emission amount has been bounded. All industries have their own standard emission amount which set up by real demand of emission. If a specific corporation’s real emission amount is less than its standard amount, then it can sell the surplus in the market. On the other hand, if a specific corporation’s real emission amount is higher than its standard amount, then it has to buy more credit in the market. Other investors can also invest in the product of carbon right through the CETP which can provide the liquidity of carbon right for trading. Upon the completion of Disposal, the entire shareholder’s loan owning by the Target Group to the Company as at Completion Date and as at 30 September 2018, such sum amounted to approximately HK$190 million would be waived by the Company.
Assets to be disposed of. Pursuant to the Provisional Agreement, the Vendor has conditionally agreed to dispose of and the Purchaser has conditionally agreed to acquire the Sale Share, which represents the entire issued share capital of the Target Company, and the Sale Loan, being all such sum of money advanced by way of loan by the Vendor to the Target Company and due and owing by the Target Company to the Vendor as at Completion.
Assets to be disposed of. Pursuant to the HK PropCo Agreement, the HK Vendor shall conditionally agree to sell the Sale Shares and assign the Sale Loan, and the HK Purchaser shall conditionally agree to purchase the Sale Shares and take up the assignment of the Sale Loan, free from all encumbrances at the Disposal Consideration. As at the date of this announcement, the HK Vendor is the legal and beneficial owner of all the issued shares of the HK PropCo and the HK Vendor has advanced to the HK PropCo shareholder’s loan in the amount of approximately HK$151,016,000. The Sale Shares, representing 80% of the entire issued share capital of the HK PropCo, and the Sale Loan, representing 80% of the amount of shareholder’s loan owing by the HK PropCo to the HK Vendor at the Disposal Completion are proposed to be disposed of to the HK Purchaser pursuant to the HK PropCo Agreement. The HK PropCo is the sole shareholder of Subsidiary A, which in turn is the sole shareholder of Subsidiary
Assets to be disposed of. On 16 May 2013 (after trading hours), the Vendor entered into the Agreement with the Purchaser pursuant to which the Vendor agreed to dispose of and the Purchaser agreed to acquire US$10,511,100 of the Contributed Capital, representing 9% thereof, for the Consideration. The Company owned approximately 69.52% of the Contributed Capital as at the date of this announcement (before Completion). Following Completion, the Company owns approximately 60.52% of the Contributed Capital. The Target Company was and is a direct non wholly-owned subsidiary of the Company. RMB100,000,000 (equivalent to approximately HK$125,000,000) which has been paid by the Purchaser to the Vendor in cash upon Completion. The Consideration was arrived at on an arm’s length commercial basis with reference to net asset value, major assets and business prospect for the Target Group. The Directors consider that the Consideration is fair and reasonable and is in the interests of the Company and the Shareholders as a whole.
Assets to be disposed of the Aircraft (together with the rights and obligations of the underlying leases) The Consideration is above the net book value of the Aircraft. As an alternative to disclosing the Consideration for the Aircraft, the Company discloses the Market Appraised Value of the Aircraft. The Market Appraised Value of the Aircraft (obtained from an independent appraiser) is approximately US$102.4 million (equivalent to approximately HK$799 million). The Consideration is also no less than the Market Appraised Value of the Aircraft. The valuation report of the Aircraft will be set out in the circular. The independent appraiser calculated the Market Appraised Value on the basis that it consists of the present value of the remaining lease stream of the Aircraft and the present value of the residual value of the Aircraft as at the end of the leases attached to the Aircraft. The Board considers that the Consideration for the Aircraft was determined on an arm’s length basis upon negotiation in accordance with the Group’s customary business practices, taking into account the Market Appraised Value of the relevant aircraft and the terms and conditions of the Transaction as a whole and with reference to market conditions. Initially the Company conducted a bidding process for the Aircraft for the purposes of identifying potential purchasers, generating competitive tension between them and ensuring that the Consideration would be competitive under the prevailing market conditions. The Company successfully solicited offers from CEB Leasing and certain independent third parties. The Company assessed the offers based on factors including bid prices, execution risks and business relationships between the Company and the bidders. CEB Leasing was the highest bidder and so the Company decided to enter into the Aircraft Sale and Purchase Agreements with CEB Leasing. The Consideration does not materially deviate from the bid price offered by CEB Leasing in the bidding process. Based on the above, the Board considers the Consideration fair and reasonable and no less favourable than those offered by independent third parties. The aggregate net book value, the aggregate gain or loss from the disposal of the Aircraft and the excess of the Consideration over the aggregate net book value are commercial sensitive information as are the aggregate net profits (before and after tax) attributable to the Aircraft. The Company will no longer be entitled to the lease income derived from the underlying ...
Assets to be disposed of. The Sale Share, representing the entire issued share capital of Tiger Power Global; and
Assets to be disposed of. Pursuant to the Share Transfer Agreement, the Vendor has agreed to sell and the Purchaser has agreed to purchase the Target Interest, which represents 55% equity interest in Jilin Storage. Upon Completion, the Company will no longer have any equity interest in Jilin Storage. Pursuant to the Share Transfer Agreement, the Consideration is RMB33,039,200 (equivalent to approximately HK$41,299,000) which shall be paid in cash in the following manner:
Assets to be disposed of. Pursuant to the Hami Hanergy Disposal Agreement, Xinjiang Hanergy Investments (as vendor) agrees to sell and Beijing Hongsheng (as purchaser) agrees to purchase 100% equity interest in Xxxx Xxxxxxx. As at the date of this announcement, Xinjiang Hanergy Investments is the legal and beneficial owner of the entire registered and paid-in capital of Hami Hanergy.
Assets to be disposed of. Pursuant to the Korla Hanergy Disposal Agreement, Xinjiang Hanergy Investments (as vendor) agrees to sell and Beijing Hongsheng (as purchaser) agrees to purchase 100% equity interest in Korla Hanergy. As at the date of this announcement, Xinjiang Hanergy Investments is the legal and beneficial owner of the entire registered and paid-in capital of Korla Hanergy.
