Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

(Incorporated in Bermuda with limited liability)

(Stock Code: 925)

INSIDE INFORMATION

POTENTIAL DISPOSAL OF 100% EQUITY INTEREST IN

TRANSWELL INTERNATIONAL THROUGH PUBLIC TENDER

The Board is pleased to announce that the Company intends to dispose of Transwell International through the Public Tender to be conducted on the CBEX. The Pre-Listing Disclosure is made on the website of the CBEX at http://www.cbex.com.cn on 10 September 2019 in compliance with the relevant regulatory requirements in the PRC.

This announcement is made by the Company pursuant to Rule 13.09 of the Listing Rules and the Inside Information Provisions under Part XIVA of the SFO.

THE POTENTIAL DISPOSAL THROUGH PUBLIC TENDER

The Board is pleased to announce that the Company intends to, through Fubao Global, a direct wholly-owned subsidiary of China Logistics, and Power Deal, a direct wholly-owned subsidiary of the Company, dispose of an aggregate 100% indirect equity interest in Transwell International, through a Public Tender to be conducted on the CBEX.

1

A preliminary disclosure of information relating to the Potential Disposal is made to the public on the CBEX on the date of this announcement (the "Pre-ListingDisclosure").

In order to commence the formal process of the Public Tender, the Company will have to submit to the CBEX the tender notice setting out, inter alia, (i) the minimum consideration for the Potential Disposal; (ii) the principal terms of the bidding; and (iii) descriptions and qualifications of potential bidders. The Company will submit the tender notice to the CBEX as soon as practicable.

The base price for the transfer of the 100% equity interest in Transwell International through the Public Tender will be determined based on the asset appraisal on Transwell International to be conducted by a qualified appraisal institution and subject to the approvals from the relevant regulatory authorities of State-owned assets in the PRC.

REASONS FOR THE POTENTIAL DISPOSAL

The Group is principally engaged in investment, development and operation of (i) high-end and modern general warehouses; (ii) cold chain logistics warehouses; (iii) specialised wholesale market for the trading and distribution of local agricultural products; (iv) modernized industrial plants; and (v) investments in commercial properties and primary land development.

The Company considers that the Potential Disposal is expected to generate a significant cash inflow, thus enhancing the Group's ability to acquire additional land parcels for continuing development of the principal business of the Group.

INFORMATION ON TRANSWELL INTERNATIONAL

Transwell International

Transwell International, a company established in the PRC with limited liability which is principally engaged in the operation of a warehouse located in Tianjin, PRC. As at the date of this announcement, the equity interest in Transwell International is held as to 70% by Hong Kong High Broad International Investment Group Limited (香港海博國際投資集團有限公司), a company incorporated in Hong Kong with limited liability and a direct wholly-owned subsidiary of Fubao Global, and 30% by Shanghai Xin Mu, which, upon completion of the Restructuring, will become a direct wholly-owned subsidiary of Progress Crest.

2

GENERAL

The Potential Disposal, if materialised, may constitute a notifiable transaction of the Company.

As the Potential Disposal is only at the Pre-Listing Disclosure stage, the Potential Disposal may or may not proceed and accordingly, Shareholders and potential investors of the Company are advised to exercise caution when dealing in the securities of the Company. The Company will make further announcement(s) in compliance with the Listing Rules and/or Part XIVA of the SFO as and when appropriate or required.

DEFINITIONS

In this announcement, unless otherwise indicated in the context, the following terms shall have the meanings as set out below:

"Board"

the board of Directors

"BVI"

British Virgin Islands

"CBEX"

China Beijing Equity Exchange

"China Logistics"

China Logistics Infrastructures (Holdings) Limited, a company

incorporated in the BVI with limited liability and a 65%-owned

subsidiary of the Company as at the date of this announcement

"Company"

Beijing Properties (Holdings) Limited, a company incorporated in

Bermuda with limited liability, the issued shares of which are listed

on the Main Board of the Stock Exchange (stock code: 925)

"Director(s)"

director(s) of the Company

"Fubao Global"

Fubao Global Limited (富寶環球有限公司), a company

incorporated in the BVI and a direct wholly-owned subsidiary of

China Logistics

"Group"

the Company and its subsidiaries

"Hong Kong"

the Hong Kong Special Administrative Region of the PRC

"Listing Rules"

the Rules Governing the Listing of Securities on the Stock Exchange

"Potential Disposal"

the proposed disposal of Transwell International

"Power Deal"

Power Deal Investments Limited (貿權投資有限公司), a company

incorporated in the BVI and a direct wholly-owned subsidiary of the

Company

"PRC"

People's Republic of China

3

"Progress Crest"

Progress Crest Limited (毅豐有限公司), a company incorporated

in Hong Kong with limited liability and a direct wholly-owned

subsidiary of Power Deal

"Public Tender"

the public tender for the Potential Disposal through CBEX

"Restructuring"

the sale and transfer of 100% equity interest of Shanghai Xin Mu by

Jade (Shanghai) Investments Company Ltd (驥德(上海)投資有限

公司) to Progress Crest

"SFO"

Securities and Futures Ordinance (Chapter 571 of the Laws of Hong

Kong)

"Shanghai Xin Mu"

上海鑫穆企業管理諮詢有限公司 (Shanghai Xin Mu Enterprises

Management Consulting Co., Ltd*), a company incorporated under

the laws of the PRC

"Shareholders"

holders of the share(s) of HK$0.10 each in the share capital of the

Company

"Stock Exchange"

The Stock Exchange of Hong Kong Limited

"Transwell International"

Tianjin Transwell International Logistics Co., Ltd. (天津萬士隆國

際物流有限公司), a company established in the PRC with limited

liability

"%"

per cent

By Order of the Board

Beijing Properties (Holdings) Limited

Cheng Ching Fu

Company Secretary

Hong Kong, 10 September 2019

As at the date of this announcement, Mr. Qian Xu, Mr. Li Shuping, Mr. Zhao Jiansuo, Mr. Siu Kin Wai, Mr. Dong Qilin, Mr. Li Changfeng, Mr. Cheng Ching Fu, Mr. Yu Luning, Mr. Ang Renyi and Mr. Ng Kin Nam are the executive Directors; and Mr. Goh Gen Cheung, Mr. Zhu Wuxiang, Mr. James Chan, Mr. Song Lishui and Mr. Xie Ming are the independent non-executive Directors.

* For identification purpose only

4

Attachments

  • Original document
  • Permalink

Disclaimer

Beijing Properties (Holdings) Limited published this content on 10 September 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 September 2019 10:41:02 UTC