Qingdao YHU Jing Pan Equity Investment Partnership (Limited Partnership), Yangzhou Qidi Zhi Wang Investment Centre (Limited Partnership), Suzhou Shui Mui Shi Shang Investment Centre (Limited Partnership) and Huang Bing Qian entered into an agreement to acquire 70% stake in TUS Cloud Control (Beijing) Technology Company Limited from TUS International Limited (SEHK:872) for approximately CNY 110 million on September 14, 2020. As per the terms of the agreement, CNY 45 million in cash by Qingdao YHU Jing, shall be payable as to (i) CNY 6 million within 15 business days after the signing of the equity transfer agreement; and (ii) CNY 39 million within three Business Days after the fulfillment of the conditions, CNY 13.5 million in cash by Yangzhou Qidi Zhi Wang Investment, which had been paid by Yangzhou Qidi Zhi Wang Investment to TUS International prior to the signing of the equity transfer agreement, CNY 31.5 million in cash by the Suzhou Shui Mui Shi Shang, which had been paid to TUS International prior to the signing of the equity transfer agreement and CNY 15 million in cash by Huang Bing Qian, shall be payable as to (i) CNY 2 million within 15 business days after the signing of the equity transfer agreement; and (ii) CNY 13 million within three business days after the fulfillment of the conditions. Upon completion, TUS Cloud Control (Beijing) Technology Company will be owned 70% by the buyers and 30% by minority shareholders. The equity transfer agreement will be terminated immediately if the condition cannot fulfill within three months after the signing of the equity transfer agreement. In such event, any part of the consideration being paid by the purchasers are refundable in full within 14 days after such termination. If TUS International fails to refund the consideration within the next five Business Days pledge its equity interest in TUS Cloud Control (Beijing) in an amount of approximately CNY 8 million and CNY 2.7 million as guarantee to Qingdao YHU Jing and Huang Bing Qian, respectively. Target Group has generated the revenue of HKD 28.7 million (CNY 25.66 million) and net loss before and after tax of HKD 13.6 million (CNY 12.16 million) for the year end December 31, 2019. As at June 30, 2020, the unaudited consolidated net assets value of TUS Cloud Control (Beijing) Technology Company amounted to approximately HKD 55.6 million (CNY 50.68 million). The transaction is subject to shareholders approval of TUS Cloud Control, the execution of all the relevant documents including the equity transfer agreement and the revised article of association of TUS Cloud Control (Beijing) and the completion of capital contribution of TUS International to TUS Cloud Control (Beijing) of CNY 17 million. The Independent Board Committee, comprising all the independent non-executive Directors, has been formed to advise the Independent Shareholders on the equity transfer agreement and their respective transaction contemplated thereunder. Completion of the equity transfer agreement and the disposal shall take place within the 30 business days after the passing of the relevant resolution in relation to the equity transfer agreement and the Disposal at the EGM, and further subject to the fulfillment of the conditions. TUS International intends to apply the net proceeds fully for repayment of its borrowings. As of September 25, 2020, TUS International Limited issued notice to its shareholders for extraordinary general meeting to be held on October 14, 2020. The Board of Directors of TUS International Limited recommended its shareholders to vote in favor of the transaction. As of October 14, 2020, shareholders of TUS International Limited has approved the transcation. Lego Corporate Financial acted as financial advisor to the independent Board Committee and the independent shareholders of TUS International Limited. TUS Corporate Finance Limited acted as financial advisor to TUS International Limited.