Hysan (Shanghai) Limited entered into sale and purchase agreement to acquire City Link from CK Asset Holdings Limited (SEHK:1113) for CNY 3.5 billion on September 17, 2021. The Consideration is payable in cash and is an amount equal to approximately CNY 3.5 billion subject to adjustments and shall be apportioned as follows: (a) an amount equal to the face value of the Sale Loans as at Completion being the consideration for the Sale Loans; and (b) the remaining amount being consideration for the Sale Shares. The consideration shall be paid as follows: (a) upon signing of the sale and purchase agreement, Hysan (Shanghai) Limited has paid to the sellers a deposit; (b) the balance of the consideration after netting off the deposit and the amount to repay the Entrusted Loan by Capital Injection shall be settled partly with the funds in the Escrow Amount to be released in accordance with the sale and purchase agreement and partly by payment from Hysan Development to the sellers at completion in accordance with the sale and purchase agreement; and (c) an amount equivalent to the Entrusted Loan will be paid to Scorecity Investments by Capital Injection within six months after completion to repay the Entrusted Loan in accordance with the sale and purchase agreement. The acquisition will be funded by internal resources and available banking facilities of Hysan Development.
If the sale and purchase agreement is terminated by the sellers due to Hysan Development's default under the sale and purchase agreement, the deposit shall be forfeited by the sellers and, in addition, the sellers will be entitled to liquidated damages. If the sale and purchase agreement is terminated by Hysan Development due to the sellers default under the sale and purchase agreement, the deposit shall be refunded to Hysan Development. The acquisition is subject to the completion of the Minority Acquisition and is expected to complete by early 2022.