FSE LIFESTYLE SERVICES LIMITED 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.
FSE LIFESTYLE SERVICES LIMITED
豐盛生活服務有限公司
(formerly known as "FSE Services Group Limited 豐盛服務集團有限公司")
(Incorporated in the Cayman Islands with limited liability)
(STOCK CODE: 331)
(1) COMPLETION OF MAJOR AND CONNECTED TRANSACTION:
PROPOSED ACQUISITION OF
THE TARGET GROUP ENGAGED IN THE PROVISION OF
SECURITY GUARDING & EVENT SERVICES, INSURANCE SOLUTIONS
AND LANDSCAPING SERVICES;
- COMPLETION OF MAJOR AND CONNECTED TRANSACTION: DISPOSAL OF PROPERTIES;
(3) CONTINUING CONNECTED TRANSACTIONS:
2021 MASTER FACILITY AND RELATED SERVICES AGREEMENTS;
- CHANGE OF COMPANY NAME; AND
- CHANGE OF COMPANY WEBSITE
References are made to the announcement of FSE Services Group Limited (now known as FSE Lifestyle Services Limited) (the ''Company'') dated 26 February 2021, the circular of the Company dated 19 March 2021 (the ''Circular'') and the announcement of the Company in relation to the poll results of the EGM held on 9 April 2021 at 4:30 p.m. in relation to, among other things, (i) the Proposed Transactions; (ii) the 2021 Master Facility and Related Services Agreements and the Services Transactions contemplated thereunder; and (iii) the Proposed Change of Company Name.
Unless the context requires otherwise, capitalised terms used in this announcement have the same meanings as those defined in the Circular.
COMPLETION OF THE PROPOSED TRANSACTIONS
The Board is pleased to announce that all conditions precedent in respect of the Proposed Transactions as set out in the Circular were fulfilled and Completion took place on 19 April 2021 in accordance with the terms and conditions of the Sale and Purchase Agreement.
Upon Completion, (i) the Target Company became an indirect wholly-owned subsidiary of the Company and the financial results, assets and liabilities of the Target Group will be consolidated in the financial statements of the Company; and (ii) the Group ceased to hold any right, title and interest in the Property Holdcos and the Disposal Property.
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ENTRY INTO 2021 MASTER FACILITY AND RELATED SERVICES AGREEMENTS FOR CONTINUING CONNECTED TRANSACTIONS
Upon Completion, the Company has also entered into each of the 2021 Master Facility and Related Services Agreements. The major terms of each of the 2021 Master Facility and Related Services Agreements are set out in the Circular.
CHANGE OF COMPANY NAME
The Board is pleased to announce that the Certificate of Incorporation on Change of Name of the Company was issued by the Registrar of Companies in the Cayman Islands on 9 April 2021, certifying the change of the official registered English name of the Company from ''FSE Services Group Limited'' to ''FSE Lifestyle Services Limited'', and the adoption of the Chinese name ''豐盛生活服務有限公司'' as the dual foreign name of the Company in place of its existing Chinese name ''豐盛服務集團有限公司'' with effect from the same day.
EFFECT OF THE CHANGE OF COMPANY NAME
The change of the Company's name will not affect any of the rights of the Shareholders. All existing share certificates in issue bearing the former name of the Company continue to be evidence of the title of the shares of the Company and are valid for trading, settlement, registration and delivery purposes. There will not be any arrangements for free exchange of existing share certificates of the Company for new share certificates bearing the new names of the Company. Once the change of the Company's name and the registration of such pursuant to Part 16 of the Companies Ordinance (Chapter 622 of the laws of Hong Kong) (the ''Companies Ordinance'') become effective, new share certificates of the Company will be issued only in the new names of the Company.
The Company is in the process of registering the above change of name of the Company with the Registrar of Companies in Hong Kong (the ''Registrar'') pursuant to Part 16 of the Companies Ordinance. Following registration of the change of name of the Company by the Registrar, the Company will apply to the Stock Exchange for a new stock short name. As at the date of this announcement, the Ordinary Shares remain to be traded on the Stock Exchange under the stock short name of ''FSE SERVICES'' in English and ''豐盛服務集團'' in Chinese respectively. The stock code of the Company remains as ''331''. Further announcement will be made by the Company on the completion of the consequential registration procedure pursuant to Part 16 of the Companies Ordinance in relation to the change of the Company's name, the change in the stock short name of the Company and other consequential changes as and when appropriate.
CHANGE OF COMPANY WEBSITE
The website of the Company will be changed to www.fse.com.hk with effect from 20 April 2021 to reflect the change of the Company's name.
By order of the Board
FSE Lifestyle Services Limited
Chan Ju Wai
Company Secretary
Hong Kong, 19 April 2021
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As at the date of this announcement, the Board comprises Dr. Cheng Kar Shun, Henry (Chairman) as non-executive director, Mr. Lam Wai Hon, Patrick (Vice-Chairman), Mr. Poon Lock Kee, Rocky (Chief Executive Officer), Mr. Doo William Junior Guilherme, Mr. Lee Kwok Bong, Mr. Soon Kweong Wah, Mr. Wong Shu Hung and Dr. Cheng Chun Fai as executive directors, Mr. Kwong Che Keung, Gordon, Mr. Hui Chiu Chung, Stephen, Mr. Lee Kwan Hung, Eddie and Dr. Tong Yuk Lun, Paul as independent non-executive directors.
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Disclaimer
FSE Engineering Holdings Ltd. published this content on 19 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 April 2021 01:05:05 UTC.
