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: 387)

DISCLOSEABLE TRANSACTION

DISPOSALS OF SHARES IN PRIMA INDUSTRIE S.P.A.

The Board wishes to announce that the Company, through World Leader, a wholly-owned subsidiary of the Company, disposed on the open stock market of Milan Exchange through a series of transactions, a total of 73,518 Prima Shares during the period from 25 September 2019 to 18 December 2019 (both dates inclusive) for an aggregate sale proceeds of approximately HK$9.25 million in cash. All of the Disposals had been completed and settled by 20 December 2019.

As the Disposals were conducted within a twelve-month period, the Disposals are required to be aggregated under Rule 14.22 of the Listing Rules. As one or more of the applicable percentage ratios (as defined in the Listing Rules) in respect of the Disposals exceeds 5% but all of them are less than 25% on an aggregated basis, the Disposals constitute discloseable transactions for the Company under Chapter 14 of the Listing Rules, and are subject to the reporting and announcement requirements but are exempted from the Shareholders' approval requirement under the Listing Rules.

THE DISPOSALS

The Company, through World Leader, a wholly-owned subsidiary of the Company, disposed on the open stock market of Milan Exchange through a series of transactions, a total of 73,518 Prima Shares during the period from 25 September 2019 to 18 December 2019 (both dates inclusive) for an aggregate sale proceeds of approximately HK$9.25 million in cash. All of the Disposals had been completed and settled by 20 December 2019.

  • For identification purposes only

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The selling price per Prima Share under the Disposals was the market rates quoted on the Milan Exchange at the relevant time at which the transactions for the Disposals were executed. The average selling price under the Disposals was approximately EUR14.37 (equivalent to HK$126.16) per Prima Share. The aggregate sale proceeds from the Disposals was approximately HK$9.25 million, which was satisfied in cash on the respective settlement dates.

As the Disposals were conducted in the open stock market, the identities of the counterparties cannot be ascertained. To the best of the knowledge, information and belief of the Directors having made all reasonable enquiries, the counterparties and their ultimate beneficial owner(s) (where applicable) are Independent Third Parties.

Based on the latest publicly available information, the 73,518 Prima Shares disposed of under the Disposals represent approximately 0.70% of the total issued share capital of Prima.

As at the date of this announcement, World Leader is holding approximately 4.25% of the total issued share capital of Prima.

INFORMATION ON PRIMA

To the best of the Directors' knowledge, information and belief having made all reasonable enquiries, the Prima Group was founded in 1977 and is one of the leading companies in high technology laser and sheet metal processing systems and electronic components. The Prima Group mainly consists of two segments, namely Prima Power segment and Prima Electro segment. Prima Power segment is engaged in design, production and sale of laser machines for cutting, welding and drilling of three-dimensional (3D) and two-dimensional (2D) metallic components; and machines for sheet metal treatment by means of mechanical tools (punching machines, integrated punching and shearing systems, integrated punching and laser cutting systems, panel shapers, bending machines and automation systems), while Prima Electro is engaged in development, production and sale of embedded electronics, electronic power and control components and high power laser sources for industrial applications worldwide.

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Financial Information

According to the audited consolidated financial statements of Prima Group prepared in accordance with IFRS for the two years ended 31 December 2017 and 2018, the profit before and after taxation of Prima Group for the two years ended 31 December 2017 and 2018 and its net asset value as at 31 December 2017 and 2018 are set out below:

For the year

For the year

ended/As at

ended/As at

31 December

31 December

2017

2018

(audited)

(audited)

EUR

EUR

Profit before taxation

21,852,000

26,621,000

(equivalent to

(equivalent to

approximately

approximately

HK$191,853,000)

HK$233,723,000)

Profit after taxation

18,668,000

24,058,000

(equivalent to

(equivalent to

approximately

approximately

HK$163,898,000)

HK$211,220,000)

Net asset value

148,954,000

169,772,000

(equivalent to

(equivalent to

approximately

approximately

HK$1,307,761,000)

HK$1,490,536,000)

The unaudited net assets of the Prima Group as at 30 September 2019 is approximately EUR171,894,000.

INFORMATION ON THE GROUP AND REASONS FOR THE DISPOSALS

The principal activities of the Group comprise the distribution and maintenance of a wide range of machine tools, precision measuring instruments, cutting tools, electronics equipment, professional tools and other machinery for the manufacturing industry in Hong Kong, the PRC and Southeast Asia.

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It is the Group's long-term strategy to increase investment in and collaborate with leading suppliers of manufacturing equipment and tools around the world. Prima is one of the major suppliers of the Group for sheetmetal machinery. The Group considers that Prima is one of its key targets for long-term investment. However, the Group reviews its investment portfolio from time to time, and makes corresponding adjustments to satisfy its financial objectives. In order to reduce the amount of short-term bank loans and the related finance expenses, the Group has adopted a short-term financial strategy to reduce minimal amount of shareholding in Prima. The Directors are of the view that such short-term financial strategy is compatible with the Group's investment strategy to reduce its risk exposure to possible fluctuation of Prima's share price under volatile market condition at current. The Group considers increasing its total investment in Prima in the long run when the stock market condition in Europe becomes more stable.

As a result of the Disposals, it is expected that the Group will recognise a fair value loss of approximately HK$2.23 million in the other comprehensive income for the year ending 31 December 2019, which is calculated on the basis of the difference between the average selling price and the carrying amount of the relevant Prima Shares as at 31 December 2018.

In view of the above, the Directors consider that the Disposals, which were all conducted on the open stock market of the Milan Exchange, are on normal commercial terms, and are fair and reasonable and in the interests of the Company and the Shareholders as a whole.

IMPLICATIONS UNDER THE LISTING RULES

All the applicable percentage ratios (as defined in the Listing Rules) in respect of each of the Disposals are less than 5%, each Disposal, on a standalone basis, does not constitute a notifiable transaction for the Company under Chapter 14 of the Listing Rules. However, as the Disposals were conducted within a twelve-month period, the Disposals are required to be aggregated under Rule 14.22 of the Listing Rules. As one or more of the applicable percentage ratios (as defined in the Listing Rules) in respect of the Disposals exceeds 5% but all of them are less than 25% on an aggregated basis, the Disposals constitute discloseable transactions for the Company under Chapter 14 of the Listing Rules, and are subject to the reporting and announcement requirements but are exempted from the Shareholders' approval requirement under the Listing Rules.

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DEFINITIONS

In this announcement, unless the context otherwise requires, the following terms shall have the following meanings:

"Board"

the board of Directors

"Company"

Leeport (Holdings) Limited, a company incorporated under

the laws of Bermuda with limited liability, the issued Shares

of which are listed on the Stock Exchange (stock code: 387)

"connected person(s)"

has the meaning ascribed to it under the Listing Rules

"Director(s)"

the director(s) of the Company

"Disposals"

the disposals of an aggregate of 73,518 Prima Shares

conducted on the open stock market of Milan Exchange

during the period from 25 September 2019 to 18 December

2019 (both dates inclusive)

"EUR"

Euro, the official currency of the European Union

"Group"

the Company and its subsidiaries

"HK$"

Hong Kong dollars, the lawful currency of Hong Kong

"Hong Kong"

the Hong Kong Special Administrative Region of the

People's Republic of China

"IFRS"

International Financial Reporting Standards

"Independent Third

third party(ies) and their ultimate beneficial owner(s) which

Party(ies)"

are independent of the Company and its connected persons

"Listing Rules"

the Rules Governing the Listing of Securities on the Stock

Exchange

"Milan Exchange"

Borsa Italiana S.p.A., based in Milan, Italy

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"PRC"

the People's Republic of China which, for the purpose of

this announcement, exclude Hong Kong, the Macau Special

Administrative Region and Taiwan

"Prima"

Prima Industrie S.p.A., a company incorporated in Italy with

limited liability, the shares of which are listed on Milan

Exchange (Stock Code PRI:IM)

"Prima Group"

Prima and its subsidiaries

"Prima Shares"

existing ordinary share(s) of EUR2.50 each in the share

capital of Prima

"Share(s)"

the ordinary share(s) of HK$0.1 each in the share capital of

the Company

"Shareholder(s)"

the holder(s) of the Share(s)

"Stock Exchange"

The Stock Exchange of Hong Kong Limited

"World Leader"

World Leader Limited, a limited liability company

incorporated in Hong Kong and a wholly-owned subsidiary

of the Company

"%"

per cent.

For the purpose of this announcement, the exchange rate at HK$1.00 = EUR0.1139 has been used, where applicable, for purpose of illustration only.

By Order of the Board

Leeport (Holdings) Limited

Lee Sou Leung, Joseph

Chairman and Executive Director

Hong Kong, 23 December 2019

As at the date of this announcement, the executive Directors are Mr. LEE Sou Leung, Joseph, Mr. CHU Weiman, Mr. CHAN Ching Huen, Stanley, and Mr. WONG Man Shun, Michael and the independent non-executive Directors are Mr. ZAVATTI Samuel, Mr. FUNG Wai Hing and Mr. WONG Tat Cheong, Frederick.

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Leeport (Holdings) Limited published this content on 23 December 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 23 December 2019 14:25:05 UTC