REASONS FOR THE DISPOSAL. The Group’s principal activities include international ship chartering and ship owning. The Directors continuously review the prevailing market conditions of the shipping industry and monitor and adjust the Group's fleet size as appropriate. The Directors believe that the Disposal will enable the Group to enhance its working capital position and to further improve its liquidity. The Group currently owns one modern Capesize, two modern Panamaxes, twenty one modern grabs fitted Supramaxes (including the Vessel and two Supramaxes which will be disposed by the Group later in 2009 as announced by the Company on 30 March 2009) and one Handymax. Taking into account all existing commitments to acquire and dispose of other vessels as announced by the Company previously, the Group will have additional seventeen newly built grabs fitted Supramaxes, two newly built Post-Panamaxes, one newly built Panamax and one newly built Handysize for delivery going forward, where four of which will be delivered in 2009, seven in 2010, six in 2011, three in 2012 and one in 2013. The Board believes that the Disposal will not have any material adverse effect on the operations of the Group. The terms and conditions of the Agreement have been agreed on normal commercial terms following arm’s length negotiations with reference to the prevailing market values. The Board considers such terms and conditions are fair and reasonable and in the best interests of the Company and its shareholders as a whole. Based on the net book value of the Vessel as at 30 April 2009 as described above, the Group would realize a total book gain, after estimated expenses, of approximately US$7.9 million on disposal of the Vessel. However, the actual book gain which the Group would realize upon completion of the Disposal will depend on the actual net book value of the Vessel as at date of delivery in accordance with the Group’s depreciation policy for its vessels as shown in the Company’s annual report.
REASONS FOR THE DISPOSAL. The Company is an investment holding company and its subsidiaries are principally engaged in the trading and manufacturing of consumer goods such as toys, gifts and premiums. GPTL Group is principally engaged in securities trading and investment and holding of the Land Use Rights. In order to focus of its resource on the core toys and premiums business, the Company has recently minimized activities in securities trading and investment. In addition, the Land Use Rights were acquired by the Company in year 2004 for expanding the manufacturing base to cater for the growth in business. The acquisition cost of the Land Use Rights together with the infrastructure erected thereon is approximately HK$18.75 million. However, because of keen competition in toy industry, the business growth of the Company slowed down and the lands have been vacant and there has no concrete development plan. Therefore, the Directors consider it would be beneficial to the Company to divest the non-core business and the non-performing assets so as to better utilise the resources in the core business. The Directors consider that the terms of the Disposal are fair, reasonable and on normal commercial terms and are in the interests of the Company and its shareholders as a whole. The Disposal constitutes discloseable transaction for the Company under the Listing Rules. A circular containing particulars of GPTL Agreement will be despatched to the shareholders of the Company as soon as possible.
REASONS FOR THE DISPOSAL. The Group is principally engaged in the provision of financial services as well as financial printing services, and aims to secure its sustainable development by improving the overall operational performance of all business segments. Regarding its financial printing business, the Company considers the disposal of the Sale Shares to the Purchaser, a company wholly- owned by Xx. Xxx, a director of the Target Company, would be beneficial to the Group because on one hand the Group can remain as the majority shareholder of the Target Company, and on the other hand the interests of the core management of financial printing business will be aligned with that of the Group by becoming a minority shareholder. The management shareholding in the Target Company can secure the continuing commitments and contributions from Xx. Xxx to the Target Company Group in the future. Also, the cash proceeds from the Disposal will increase the cash resources of the Target Company Group, allowing the Group to deploy the cash proceeds to financial printing business development and to enhance its competitiveness.
REASONS FOR THE DISPOSAL. The Purchaser owns the rights to operate the Taiwan route and has entrusted such operation rights to the Group for operation. The vessel currently being used for operating the Taiwan route, M/V “Hai Feng Lian Xing”, is more than 22 years old and has high operating and maintenance costs. As such, the Vessel is being sold to the Purchaser to replace the current aged vessel for the operation of the Taiwan route. The Directors, including the independent non-executive Directors, consider that the terms of Agreement were concluded under normal commercial terms and are fair and reasonable and in the interest of the Company and the Shareholders as a whole.
REASONS FOR THE DISPOSAL. The Disposal Target has been incurring losses for more than two years and is in a net liability position. Even though the plywood market has recovered from its bottom, the operation of the Disposal Target remains difficult and the Disposal Target continued with net losses for the six months ended 30 June 2010 due to the limited supply of logs and increased in raw materials prices and other related costs. Recently, the cashflow of the Disposal Target remains tight and is required to serve the significant indebtedness of the Disposal Target, which might adversely affect the going concern of the Group. In view of the above, the Board considers that the continual of the businesses of the Disposal Target may not be in the interests of the Shareholders and the Company as a whole. Accordingly, the Company is actively seeking solutions with an objective to turnaround the overall financial performance of the Group, including but not limited to review the existing business operations of the Group and to seek for other business opportunities to be identified by the Company. The recent acquisition of Head & Shoulders Finance Limited represents a new start of the Company, which enables the Company to diversify its existing plywood related businesses into the business of money lending and provision of credits; the Directors consider that there is a persistent growing demand on money lending and the provision of credits. Upon Completion, the Group will focus and reallocate its resources on its existing money lending and provision of credits business and shall consider expansion in the future should opportunities arise. On 27 October 2010, the Company has issued a facility letter to grant a facility with principal amount of HK$12 million to Head & Shoulders Finance Limited in order to further expand the money lending and the provision of credits business. The Company may consider increasing such facility in the future through other fund raising activities of the Company (including both equity financing and/or debt financing), no concrete plan has yet to be finalized. Save as already disclosed, the Company has no agreement, arrangement, understanding, intention or negotiation about any disposal/ termination/ scaling down on the existing money lending business as at the date of this announcement. Having considered (i) the potential gain from the Disposal as demonstrated in the paragraph headed “Potential financial effects of the Disposal” below; (ii) the continual losses re...
REASONS FOR THE DISPOSAL. The principal business activities of the Group are the manufacture and sale of TCM and pharmaceutical products in the PRC with a focus on concentrated TCM granules, TCM drugs and TCM decoction pieces. In January 2013, the Vendor acquired a 51% equity interest in the Target by way of capital injection of RMB153.0 million (equivalent to approximately HK$172.9 million) in cash. As the principal products of the Target Group are not in line with those of the Group, in November 2015, the Vendor disposed of 31% equity interest in the Target to China Biotechnology for a consideration of RMB139.5 million (equivalent to approximately HK$157.6 million). Following completion of the said disposal, the Vendor’s equity interest in the Target has been reduced to 20%. Although the Target Group had profit contribution to the Group in last two years, its business does not form part of the development direction for the Group’s core businesses. At the same time, the business of the Target Group has been facing severe competition which impacted its performance in the first half of year 2018. In light of the Group’s devotion to dedicate more resources and focus on the consolidation of TCM supply chain and strengthening its leading position in the core businesses, the Board decided to dispose of the remaining interest in the Target. It is estimated that the Group will realise a gain on the Disposal of approximately RMB0.5 million (equivalent to approximately HK$0.6 million), being the consideration for the Sale Interest of RMB90.6 million (equivalent to approximately HK$102.4 million), deducted by the carrying value of the Sale Interest in the Group’s consolidated accounts of RMB89.7 million (equivalent to approximately HK$101.4 million) and the expenses directly attributable to the Disposal. Shareholders should note that the actual gain or loss on the Disposal to be recorded by the Group will depend on the financial position of the Target Group as at the date of Completion and may be different from the above estimation. The proceeds from the Disposal, net of expenses directly attributable thereto, are estimated to be approximately RMB90.2 million (equivalent to approximately HK$101.9 million). The Group intends to apply the proceeds from the Disposal its general as working capital. The Directors (including the independent non-executive Directors) consider that the terms of the Agreement are fair and reasonable and the Disposal is in the interests of the Company and the Sharehold...
REASONS FOR THE DISPOSAL. The Company is a leading vehicle company in the PRC whilst the Purchaser is a leading transmission company in the PRC. The Group disposed of all of its automatic transmission production facilities during the year ended 31 December 2014. The Disposal is a step taken by the Group to further consolidate its business and focus on the production of vehicles in the PRC. Upon completion of the Disposal, the Group will no longer be involved in the development and production of 5MT Products and 6MT Products as the Purchaser, by leveraging its expertise in transmission business, will supply these Products to the Group and also work on their upgrades. The Directors (including the independent non-executive Directors) are of the view that the Disposal will help the Group to streamline its business, reduce costs and avoid the divergence of resources to the non-core business of the Group. The Directors (including the independent non-executive Directors) consider that the Disposal was conducted under normal commercial terms, the terms of which are fair and reasonable, and the entering into of the Agreement is in the interests of the Company and the Shareholders as a whole.
REASONS FOR THE DISPOSAL. The Company is incorporated in the Cayman Islands with limited liability and, through its subsidiaries, is principally engaged in the trading of computer hardware and software and the provision of lottery system management service and operation of lottery sales halls services in the PRC. The Board has from time to time reviewed the business operations and financial position of the Group with a view to achieving the best interests of the Company and the Shareholders. Given the losses recorded by the Target Company and Beijing Caiyingle as set out in the paragraph headed “Information on the Target Group” above, the Board considers that the Disposal would enable the Group to divest its loss-making operation and commit the available resources to businesses that provide a better return to the Shareholders. The expected gain to be derived from the Disposal would amount to approximately HK$7.2 million. The Company intends to apply the proceeds from the Disposal as general working capital of the Group. The Directors (including the independent non-executive Directors) consider that the terms of the Disposal (including the Consideration) are fair and reasonable and in the interests of the Company and the Shareholders as a whole. As at the date of this announcement, the Purchaser, being a substantial Shareholder, the chairman and an executive Director, is a connected person of the Company. As such, the Disposal constitutes a connected transaction for the Company under Chapter 20 of the GEM Listing Rules. As one of the relevant applicable percentage ratios in respect of the Disposal calculated in accordance with Chapter 19 of the GEM Listing Rule, is more than 5% but less than 25% and the Consideration is less than HK$10,000,000, the Disposal constitutes a discloseable and connected transaction on the part of the Company which is subject to the reporting and announcement requirements under the GEM Listing Rules, but is exempted from the independent Shareholders’ approval requirement. Xx. Xxxxx was considered to have a material interest in the Disposal and has abstained from voting on the resolution passed at the Board meeting to approve the transactions contemplated under the Disposal Agreement.
REASONS FOR THE DISPOSAL. The principal activities of the Group consist of the marketing and distribution of electronic components, and the design, development and sale of electronic products. The Directors expects to recognise an audited gain/loss of approximately 62,160,000, being the difference between the Consideration and the Group’s cost of investment in the Target. The Directors consider that the Disposal represents an opportunity for the Group to realise its investment and is in line with the Group’s development strategy to streamline its LED business. The Directors are of the view that the terms of the Agreement are on normal commercial terms and are fair and reasonable and in the interests of the Company and the Shareholders as a whole. The Group intends to use the net proceeds from the Disposal to fund its future development and as general working capital of the Group.
REASONS FOR THE DISPOSAL. The Group is principally engaged in property development and property trading and investments, securities trading and investment, treasury investments and hotel operation. The Directors are of the view that the Disposal provides an opportunity to generate additional working capital for the Group. The proceeds from the Disposal will be used for working capital. Accordingly, the Directors are of the view that the Disposal are in the best interests of the Company and its shareholders as a whole. Upon Completion, the Target Companies will cease to be subsidiaries of the Group. Subject to the review by the auditors, the Company does not expect to record any gain or loss on the Disposal as the fair value of interests in the Target Companies is approximately the same as the Consideration at Completion.
