Win Hanverky Holdings Limited (SEHK:3322) entered into conditional agreement to acquire 60% stake in Sport Field Limited from Johnny Ma and Stanley Ma for HKD 50 million on January 31, 2018. Win Hanverky Holdings Limited will pay initial consideration of HKD 12 million subject to upward or downward adjustments after the issue of the 2018 accounts with reference to the amount equivalent to 4.25 times of the actual 2018 EBIT less adjusted net debt and the shareholding percentage held by Win Hanverky. Win Hanverky Holdings Limited will pay HKD 4.8 million on the date of completion, and the remaining balance of HKD 7.2 million within 10 business days after the issuance of the 2018 accounts. During the year ended December 31, 2017, Sport Field Limited had revenue of HKD 245.1 million, loss after tax of HKD 9.8 million, and net liabilities of HKD 61.5 million. The transaction is subject to due diligence. The completion shall be conditional on the following conditions being satisfied or waived on or before the long stop date as of February 28, 2018. Board of Directors of Win Hanverky Holdings Limited believes that the agreement and the transactions contemplated there under are on normal commercial terms on an arm’s length basis, and are fair and reasonable. Win Hanverky Holdings Limited (SEHK:3322) completed the acquisition of 60% stake in Sport Field Limited from Johnny Ma and Stanley Ma in February 2018.