Sunwah Kingsway Capital : DISCLOSEABLE TRANSACTION ON-MARKET DISPOSALS OF LISTED SECURITIES

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.

SUNWAH KINGSWAY CAPITAL HOLDINGS LIMITED

新華滙富金融控股有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 00188)

DISCLOSEABLE TRANSACTION

ON-MARKET DISPOSALS OF LISTED SECURITIES

THE DISPOSALS OF LISTED SECURITIES

During the period from 9 October 2020 to 7 May 2021, the Company, through its wholly owned subsidiaries, conducted on the Stock Exchange a series of on-market transactions to dispose of an aggregate of 310,000 AAC Tech Shares (representing approximately 0.03% of the total issued AAC Tech Shares as at the date of this announcement) in the range of an average daily price between HK$40.80 and HK$46.81 per AAC Tech Share for an aggregate consideration of approximately HK$13,513,000 (exclusive of transaction costs).

LISTING RULES IMPLICATIONS

As one or more of the applicable percentage ratios (as defined in the Listing Rules) in respect of the Disposals exceed 5% but are less than 25%, the Disposals constitute a discloseable transaction of the Company and is therefore subject to the reporting and announcement requirement under Chapter 14 of the Listing Rules.

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THE DISPOSALS OF LISTED SECURITIES

During the period from 9 October 2020 to 7 May 2021, the Company, through its wholly owned subsidiaries, conducted on the Stock Exchange a series of on-market transactions to dispose of an aggregate of 310,000 AAC Tech Shares (representing approximately 0.03% of the total issued AAC Tech Shares as at the date of this announcement) in the range of an average daily price between HK$40.80 and HK$46.81 per AAC Tech Share for an aggregate consideration of approximately HK$13,513,000 (exclusive of transaction costs).

As the Disposals were made through the open-market of the Stock Exchange, the Company is not aware of the identities of the buyers of the AAC Tech Shares and accordingly, to the best knowledge, information and belief of the Directors having made all reasonable enquires, the buyers of such AAC Tech Shares are Independent Third Parties.

REASONS FOR AND BENEFITS OF THE DISPOSALS

The Group's principal businesses are the provision of financial services, including securities and commodities and futures broking, corporate finance, asset management, money lending, property investment and proprietary investments.

The Group acquired the AAC Tech Shares for investment purpose. The Disposals realise a loss of approximately HK$0.3 million, being the difference between the aggregate consideration for the Disposals and the aggregate purchase price of the AAC Tech Shares sold.

In light of the recent market conditions, the Directors consider that notwithstanding that the Disposals were made at a loss, the Disposals will provide immediate liquidity to improve the Group's cash position thereby allowing it to better structure its asset portfolio. The Group received net proceeds of approximately HK$13,513,000 from the Disposals. The Group currently intends to use the net proceeds from the Disposals as general working capital and cash reserve for pursuing potential investment opportunities in the future.

As the Disposals were made at the prevailing market price on the open market of the Stock Exchange, the Directors are of the view that the Disposals were fair and reasonable, on normal commercial terms and in the best interest of the Company and its Shareholders as a whole.

INFORMATION ABOUT AAC TECH

AAC Tech is an exempted company incorporated in the Cayman Islands with limited liability, the shares of which are listed on the Main Board of the Stock Exchange (Stock Code: 02018). According to publicly available information, AAC Tech is an investment holding company whose subsidiaries are principally engaged in the manufacture and sale of miniaturized acoustic components. AAC Tech's main products include speaker boxes, speakers, receivers and Micro Electro-Mechanical System (MEMS) microphones. AAC Tech's products are applied in smart phones, tablets, wearables and notebooks. AAC Tech and its subsidiaries also deliver integrated solutions, including haptics vibrators, Radio Frequency (RF) Mechanical and optical components.

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The following financial information is extracted from the public document of AAC Tech:

	For the year ended 31 December
	2019	2020
	RMB '000	RMB '000
Revenue	17,883,757	17,140,219
Profit before taxation	2,552,422	1,647,599
Profit for the year	2,222,374	1,501,028
The total net assets	19,360,992	21,820,835

LISTING RULES IMPLICATIONS

As one or more of the applicable percentage ratios (as defined in the Listing Rules) in respect of the Disposals exceed 5% but are less than 25%, the Disposals constitute a discloseable transaction of the Company and is therefore subject to the reporting and announcement requirement under Chapter 14 of the Listing Rules.

DEFINITIONS

In this announcement, unless the context otherwise requires, the following terms have the following meanings when used herein.

"AAC Tech"	AAC Technologies Holdings Inc., an exempted company
	incorporated in the Cayman Islands with limited liability, the
	shares of which are listed on the Main Board of the Hong Kong
	Stock Exchange (Stock Code:02018)
"AAC Tech Share(s)"	the ordinary share(s) of AAC Tech
"Board"	the board of Directors
"Company"	Sunwah Kingsway Capital Holdings Limited, a limited liability
	company incorporated in Bermuda and whose shares are listed
	on the Main Board of the Stock Exchange (Stock Code:00188)
"Director(s)"	Directors of the Company
"Disposals"	the disposals by the wholly owned subsidiaries of the Company
	of 310,000 AAC Shares on the open-market of the Stock
	Exchange for an aggregate consideration of approximately
	HK$13,513,000 (exclusive of transactions costs) during the
	period between 9 October 2020 to 7 May 2021
"Group"	the Company and its subsidiaries
"HK$"	Hong Kong dollars, the lawful currency of Hong Kong

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"Hong Kong"	The Hong Kong Special Administrative Region of the People's
	Republic of China
"Independent Third	third party(ies) independent of the Company and the connected
Party(ies)"	persons of the Company
"Listing Rules"	The Rules Governing the Listing of Securities on the Stock
	Exchange
"PRC"	The People's Republic of China (excluding Hong Kong, Macau
	Special Administrative Region and Taiwan)
"RMB"	Renminbi, the lawful currency of the PRC
"Shareholder(s)"	Holder(s) of share(s) of the Company
"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"%"	per cent

By Order of the Board

Sunwah Kingsway Capital Holdings Limited

Vincent Wai Shun Lai

Company Secretary

Hong Kong, 7 May 2021

As at the date of this announcement, the directors of the Company are Jonathan Koon Shum Choi as Chairman, Michael Koon Ming Choi as Chief Executive Officer & Executive Director, Janice Wing Kum Kwan and Lee G. Lam as Non-Executive Directors, Robert Tsai To Sze, Elizabeth Law and Huanfei Guan as Independent Non-Executive Directors.

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