REASONS AND BENEFITS OF THE TRANSACTION. Benefiting from the rapid growth of the global photovoltaic industry, the Company has expanded its production capacity and production scale in recent years in order to better promote its marketing of PV Glass products and further improve its business performance. The Sales and Purchase Framework Agreement will benefit the marketing of the Company’s large-sized and thin PV Glass products, increase the sales of its PV Glass products, and further improve the Company’s operating results.
REASONS AND BENEFITS OF THE TRANSACTION. The Group is principally engaged in the provision of financing services and trading of goods in Hong Kong and the PRC and holding of interests in a joint venture and associates. Jiangsu Goldbond is a limited liability company established in the PRC mainly engaged in the business of provision of factoring services to its customers. The terms of the Revolving Factoring Facility Agreement were agreed among Jiangsu Goldbond, Shenzhen Huarongfeng and the Guarantor after arm’s length negotiations. The Directors consider that the entering into of the Revolving Factoring Facility Agreement is in the ordinary and usual course of business of Jiangsu Goldbond and that will generate revenue and cashflow stream from the interest and factoring handling service fee received. The provision of prepayments to Shenzhen Huarongfeng under the Revolving Factoring Facility Agreement will be financed by internal resources of the Group. The Board is of the view that the Revolving Factoring Facility Agreement is entered into upon normal commercial terms and that the terms of the Revolving Factoring Facility Agreement are fair and reasonable and are in the interests of the Company and the Shareholders as a whole.
REASONS AND BENEFITS OF THE TRANSACTION. As disclosed in the 2019 Annual Report of the Company, the Group recorded a remarkable growth in sales of its IoT related products as compared to 2018. The Group successfully entered into a framework sales agreement with a high-tech digital technology company (a subsidiary of a micro financial company who operates a worldwide mobile and online payment platform) for product validation and supply of point of sales devices supported with facial recognition feature (face ID). To ride on the success on the Group’s R&D for facial recognition technology, the Group plans to devote more resources to enhance R&D on similar products and more IoT related products bearing similar functions, such as industrial-use cameras. The Group is also equipped with R&D capability for developing smart locks with global positioning system (GPS) function, automatic electricity meter readers and other commercially viable IoT products. Taking into account that the availability of R&D talents in Shanghai, favourable local policies of attracting new investments in New Lingang Area of PRC (Shanghai) Pilot Free Trade Zone including set-up supports, favourable tax rates and various subsidies, and expected increase in demand of IoT products, the management of the Group considers it would be beneficial for the Group to establish a R&D headquarters in New Lingang Area to consolidate and attract more talents to the Group to enhance its R&D capability for expanding its IoT related product portfolio. By reason of the Transaction, there will be an increase in the amount of the fixed assets of the Group, which is expected to bring a positive impact on the credit rating of the Group as a result. In addition, the operation of the Group will be less prone to risks such as fluctuation of rental cost. The Directors consider that the terms of the Investment Agreement are fair and reasonable and in the interests of the shareholders of the Company as a whole. LISTING RULES IMPLICATIONS As one or more of the applicable percentage ratios under Rule 14.07 of the Listing Rules in respect of the Transaction exceed 5% but all are less than 25%, the Transaction constitutes a discloseable transaction of the Company and is subject to the reporting and announcement requirements but is exempt from the circular and shareholders’ approval requirements under Chapter 14 of the Listing Rules.
REASONS AND BENEFITS OF THE TRANSACTION. China CNTC International Tendering Corporation (for itself and its ultimate beneficial owner are both independent third parties independent of the Company and its connected persons) was responsible for the tender process of Golmud Photovoltaic Power Generation Project. The tender procedure was carried out in strict compliance with the relevant laws, rules and regulations. The tender evaluation experts conducted a comprehensive evaluation on each bidder based on factors such as quotation, technology and business, etc by adopting the indicator system which is generally accepted by the market. Upon the experts’ evaluation, the joint entity formed by JYE and GCL Solar obtained the highest score and accordingly won the bid. The contract fee of the bid was determined on a commercial arm’s length basis. Taking into account of the technology of Concentrator Photovoltaic Power Generation (“CPV”) of the Group and the requirement of the Qinghai Provincial Government to complete its grid-tied project for power generation by the end of 2011, the approved design of Golmud Photovoltaic Power Generation Project has been set as poly-silicon basis supplemented with CPV with a total capacity of 20 MWp. Golmud Photovoltaic Power Generation Project is developed by the Group based on its technology research and development works on CPV to show its CPV technology, products and systems. While persisting on its core businesses in gas, water and brewery sectors in the future, the Company aims to conduct on-going exploration and innovation works on green and low carbon businesses. The Directors (including the Independent Non-executive Directors) believe that the terms of the master agreement and the supplementary agreement are on terms no less favourable than the terms available from independent third parties and are entered into on normal commercial terms during the ordinary course of business of the Group, which are fair and reasonable to the Company’s shareholders and in the best interests of the Company and its shareholders as a whole. CONNECTED TRANSACTION JYE, one of the contractors, is an indirect non-wholly owned subsidiary of BE Group, the substantial shareholder of the Company. Hence, the contractors are regarded as a connected person of the Company as defined under the Listing Rules. As such, the master agreement and the supplementary agreement constitute a connected transaction of the Company under the Listing Rules. The total fees payable by Green Industry (Qinghai) to ...
REASONS AND BENEFITS OF THE TRANSACTION. Owing to the increasing demand of the Group’s air freight forwarding ground handling services from its customers, the Group considers there is operational needs for the Group to set up a warehouse in the Xxxx Xxxxx terminal district to capture the new business opportunities. As such, the Board considers that the Transaction contemplated under the Warehouse Lease Agreement was entered into in the ordinary and usual course of business of the Group and will enhance the Group’s service capabilities and potential profitability. Having considered (i) the operational requirements of the Group; (ii) the prevailing market rent for warehousing space in the vicinity and the terms of the Warehouse Lease Agreement, the Directors are of the view that the terms of the Warehouse Lease Agreement are on normal commercial terms and the Transaction is fair and reasonable and in the interests of the Company and the Shareholders as a whole.
REASONS AND BENEFITS OF THE TRANSACTION. Reference is made to the Previous Announcement and Previous Circular relating to the AsiaSat 5 Launch Contract entered into by AsiaSat and ILS for the launch of AsiaSat 5. As disclosed therein, the launch of AsiaSat 5 was delayed and the launch date of AsiaSat 5 was rescheduled to a period between 15 July 2009 and 15 August 2009. In view of the delay in the launch of AsiaSat 5, the Company believes it to be prudent to make preparation for launching another satellite (i.e. AsiaSat 5C) to replace AsiaSat 2 in time before its retirement in the event of a launch failure of AsiaSat 5. In the event that AsiaSat 5 is successfully launched in time to replace AsiaSat 2, the Company would consider converting the specifications of AsiaSat 5C for other possible uses, or consider other options, such as re-sell AsiaSat 5C, terminate, or assign its rights, under the Construction Agreement. The Directors are of the view that the transactions contemplated under the Construction Agreement were entered into in the ordinary and usual course of business of the Company, on normal commercial terms and the terms of the transactions are fair and reasonable and in the interest of the shareholders of the Company as a whole.
REASONS AND BENEFITS OF THE TRANSACTION. The Directors are of the view that the Xxxxxx SPA and the Xxxxxxx SPA represent a valuable opportunity for the Group to expand its investments and exposure to solar energy assets in the United States. The Directors consider the terms of the Xxxxxx SPA and the Xxxxxxx SPA are on normal commercial terms, are fair and reasonable and are in the interests of the Company and the Shareholders as a whole.
REASONS AND BENEFITS OF THE TRANSACTION. The Group has four business segments: property investment and project management, construction materials, building and design solutions and engineering plastics. Property investment and project management business consists of (i) direct acquisitions of properties for investment which generates rental income and appreciation in fair value to the Group; and (ii) investments in properties via partnerships or investment funds where the Group takes an equity stake. The Construction Materials business comprises Hong Kong construction products processing and distribution, surface critical coil processing and distribution, steel recycling and reinforcing bar processing and assembly business. Building and design solutions business provides design, installation, inventory management, logistics as well as technical support of bathroom and kitchen products. The Group also engages in engineering plastics for home appliances consumer electronics and automotive. As mentioned in the interim report of the Company for the six months ended 30 September 2017, the Group aims to expand their property investment and project management business through setting up joint ventures and/or fund partnership and assuming a management role in these forms of cooperation. The management believes the target expansion is beneficial to the development of the Group, as HSL will be entitled to full management rights via acting as the general partner and investment manager of the partnership or investment funds, while providing more flexibility on capital requirements for the Group. HSL has been actively exploring opportunities for raising capital, focusing on office buildings in Shanghai on joint ventures and/or fund partnership basis and acting as a general partner for the partnership or investment funds to earn service fee income. In addition, HSL has a proven successful track record in transforming under-performing buildings into modern, productive and valuable assets in the last two financial years. Having taken into consideration of the above, the Board (including the independent non-executive Directors) are of the view that the entering into of the Agreements are in line with the long-term investment strategy of the Company and the terms and conditions contemplated thereunder are on normal commercial terms, are fair and reasonable and in the interests of the Company and the Shareholders as a whole. As no Directors have a material interest in the transaction, none of the Directors abstaine...
REASONS AND BENEFITS OF THE TRANSACTION. The Group is principally engaged in growing, processing and sales of agricultural products, and production and sales of consumer food products. In order to minimize the Group’s overall operating costs and strengthen the Group’s financial position, the Group intends to dispose the idled production plants. The building on the Relevant Land is idle and currently not being used by the Group. In view of various factors such as the planning of The Gaojiayan Town People’s Government, and the Relevant Land and the Relevant Assets are not critical to the operations of the Group’s business, it is expected that there will not have any material impact on the Group’s overall business operations after completion of the Transaction. Taking into account the value of the Relevant Land and the Relevant Assets, the Consideration amount and the possible gain arising therefrom, the Directors are of the view that the Transaction provides an ideal opportunity to realize the value of the Relevant Assets as well as strengthen the Group’s working capital position, and facilitate the optimal strategic allocation of resources to its business needs. In view of the above reasons and benefits, the Directors consider that the terms of the Transaction are fair and reasonable and in the interests of the Company and the Shareholders as a whole. LISTING RULES IMPLICATIONS As the highest applicable percentage ratio (as defined in Rule 14.04(9) of the Listing Rules) in relation to the Transaction exceeds 5% but is less than 25%, the Transaction constitutes a discloseable transaction of the Company under Chapter 14 of the Listing Rules and is therefore subject to the notification and announcement requirements under the Listing Rules.
REASONS AND BENEFITS OF THE TRANSACTION. The Group is principally engaged in the provision of financing services and trading of goods in Hong Kong and the PRC and holding of interests in a joint venture and associates. Jiangsu Goldbond is a limited liability company established in the PRC mainly engaged in the business of provision of factoring services to its customers. The terms of the Factoring Service Agreement were agreed between Jiangsu Goldbond and Sichuan Xinju after arm’s length negotiations. The Directors consider that the entering into of the Factoring Service Agreement is in the ordinary and usual course of business of Jiangsu Goldbond and that will generate revenue and cashflow stream from the factoring service fee received. The consideration of Factoring Service Agreement will be financed by internal resources of the Group. The Board is of the view that the Factoring Service Agreement is entered into upon normal commercial terms and that the terms of the Factoring Service Agreement are fair and reasonable and are in the interests of the Company and the Shareholders as a whole.
