Tam Kar Wai made an offer to acquire 40.43% stake in Palace Banquet Holdings Limited (SEHK:1703) for approximately HKD 110 million on December 15, 2021. Tam Kar Wai will acquire 465 million shares at HKD 0.23 per share in cash. The consideration will be made in cash as soon as possible but in any event within seven business days of the date of receipt of a duly completed acceptances of the offer shares. In a related transaction, Tam Kar Wai, Lo Yung Yung and Wai Ka Po acquired 59.57% stake in Palace Banquet Holdings Limited for approximately HKD 160 million. The transaction shall be funded through an offer facility of HKD 107 million. The facility has been secured from China Tonghai Securities. Veda Capital, being the financial adviser to Tam Kar Wai, is satisfied that sufficient financial resources are available to Tam Kar Wai.

The intention of Tam Kar Wai is that the existing principal activities of Palace Banquet Holdings will be maintained and Tam Kar Wai will assist Palace Banquet Holdings in reviewing its business and operations and seek for new opportunities to enhance and strengthen the business of the Group. Tam Kar Wai has no intention to introduce any major changes in the existing operations and business of the Group, including any redeployment of fixed assets other than those in its ordinary course of business. Tam Kar Wai has no plan to terminate the employment of any other employees or other personnel of the Group. Tam Kar Wai intends to nominate new directors to the Board.

The offer will be unconditional in all respects and will not be conditional upon acceptances being received in respect of a minimum number of shares or other conditions. Tam Kar Wai intends to maintain the listing of the Shares on the Stock Exchange after the close of the offer. An independent Board Committee comprising all the independent non-executive Directors namely, Lee Wai Man, Ng Kwok Tung and Tsang Hung Kei has been established to give a recommendation to the independent shareholders as to whether the terms of the offer are fair and reasonable and as to the acceptance of the offer. As of January 6, 2022, Board and Independent Board of Palace Banquet approved the transaction. Offer will expire on January 27, 2022. Veda Capital Limited acted as the financial advisor and China Tonghai Securities Limited acted as the offer agent to Tam Kar Wai. Innovax Capital Limited acted as the financial advisor to Independent Board Committee.

Tam Kar Wai cancelled the acquisition of 40.43% stake in Palace Banquet Holdings Limited (SEHK:1703) on January 27, 2022.