Atlinks Group Limited — Capital/Financing Update 2021

Jun 24, 2021

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.

ATLINKS GROUP LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8043)

DISCLOSEABLE TRANSACTION IN RELATION TO ACQUISITION OF PROPERTY

THE ACQUISITION

The Board is pleased to announce that on 23 June 2021 (after trading hours of the Stock Exchange), the Purchaser (being an indirect wholly-owned subsidiary of the Company) entered into the SPA with the Vendor pursuant to which the Vendor agreed to sell, and the Purchaser agreed to purchase, the Property for a total cash consideration of €750,000.

LISTING RULES IMPLICATION

As one or more of the applicable percentage ratios (as calculated in accordance with Rule 19.07 of the Listing Rules) are greater than 5% but less than 25%, the Acquisition constitutes a discloseable transaction of the Company under Chapter 19 of the GEM Listing Rules and is therefore subject to the notification and announcement requirements under Chapter 19 of the GEM Listing Rules.

INTRODUCTION

The Board is pleased to announce that on 23 June 2021 (after trading hours of the Stock Exchange), the Purchaser (being an indirect wholly-owned subsidiary of the Company) entered into the SPA with the Vendor pursuant to which the Vendor agreed to sell, and the Purchaser agreed to purchase, the Property for a total cash consideration of €750,000.

THE SALE AND PURCHASE AGREEMENT

Date: 23 June 2021 (after trading hours of the Stock Exchange)

Parties:

(i) Vendor: SCI Belle Rive (ii) Purchaser: Atlinks Europe SAS, an indirect wholly-owned subsidiary of the Company

To the best of the Directors’ knowledge, information and belief having made all reasonable enquiries, each of the Vendor and its ultimate beneficial owner is an Independent Third Party.

Assets to be acquired

Pursuant to the SPA, the Vendor agreed to sell, and the Purchaser agreed to purchase, the Property for a total consideration of €750,000 (the “ Purchase Price ”).

Purchase price and payment terms

The Purchase Price for the Property is €750,000, which is payable by the Purchaser in cash to the Vendor in the following manner:

• a) €37,500 has been paid upon the signing of the SPA as deposit to solicitors of the Vendor as stakeholder on terms that the deposit is paid to the Vendor upon Completion; and

• b) the balance of €712,500 shall be paid at completion of the Acquisition.

The Purchase Price was determined after arm’s length negotiation between the Vendor and the Purchaser with reference to, among other things, the prevailing market price of properties around the vicinity of the Property, taking into account the location and net internal area of the Property. The Directors consider that the Purchase Price is fair and reasonable and in the interests of the Company and Shareholders as a whole. The Purchaser intends to settle the Purchase Price by bank financing and internal resources of the Group.

Completion

Completion is subject to the delivery of the signed completion documents and payment of the remaining Purchase Price to the Vendor. Completion shall take place by end of September 2021. Upon Completion, the Vendor shall deliver vacant possession of the Property to the Purchaser.

INFORMATION ON THE PROPERTY

The Property consists an office with two floors with a total gross floor area of approximately 342 square metres and a total of five outdoor carparks. The Property is currently held by the Vendor as an investment property, but has been vacant since 30 June 2019.

REASONS FOR AND BENEFITS OF THE ACQUISITION

The Purchaser currently leases its office in France under a tenancy with a term due to expire in November 2021. The Directors consider that it would be in the best interest of the Company to purchase office space in the vicinity of the current office to mitigate the potential risk of increasing rental expenses.

The Directors consider that the Acquisition is on normal commercial terms and that the terms of the Acquisition are fair and reasonable and in the interests of the Company and Shareholders as a whole.

INFORMATION OF THE COMPANY, THE PURCHASER AND THE VENDOR

Information of the Company

The Company is an investment holding company and its subsidiaries are principally engaged in designing, developing and selling home and office telecommunication products to retailers, telecommunication operators and distributors customers all around the world (except North America). The Company has a significant presence in France, where it conducts a majority of its sales.

Information of the Purchaser

The Purchaser, an indirect wholly-owned subsidiary of the Company, is principally engaged in trading and development of telecommunication equipment.

Information of the Vendor

The Vendor, is a company incorporated in France and is principally engaged in real estate business. To the best of the Directors’ knowledge, information and belief having made all reasonable enquiry, the Vendor and its ultimate beneficial owners are Independent Third Parties.

IMPLICATIONS UNDER THE GEM LISTING RULES

As one or more of the applicable percentage ratios (as calculated in accordance with Rule 19.07 of the GEM Listing Rules) are greater than 5% but less than 25%, the Acquisition constitutes a discloseable transaction of the Company under Chapter 19 of the GEM Listing Rules and is therefore subject to the notification and announcement requirements under Chapter 19 of the GEM Listing Rules.

DEFINITIONS USED IN THIS ANNOUNCEMENT

In this announcement, the following definitions apply unless otherwise stated. Also, where terms are defined and used in only one section of this announcement, these defined terms are not included in the table below:

“Acquisition”	the acquisition of the Property by the Purchaser from the Vendorat the Purchase Price in accordance with the terms of the SPA
“Board”	the board of Directors
“Company”	Atlinks Group Limited, a company incorporated in CaymanIslands with limited liability, the shares of which are listed onGEM of the Stock Exchange of Hong Kong Limited (Stock Code:8043)
“Completion”	the completion of the Acquisition in accordance with the terms ofthe SPA
“connected person(s)” and“subsidiary(ies)”	each has the meaning ascribed to it under the GEM Listing Rules
“Directors”	the directors of the Company
“GEM Listing Rules”	the Rules governing the Listing of Securities on GEM of the StockExchange
“Group”	the Company and its subsidiaries
“Independent ThirdParty(ies)”	third party(ies) independent of and not connected with theCompany or its connected persons

	“Property”	the property situate at Rueil-Malmaison (Hauts-De-Seine)(92500) 28 Boulevard Belle Rive (Lots 92, 53, 54, 55, 66 and 67)France, with a total gross floor area of approximately 342 square	the property situate at Rueil-Malmaison (Hauts-De-Seine)(92500) 28 Boulevard Belle Rive (Lots 92, 53, 54, 55, 66 and 67)France, with a total gross floor area of approximately 342 square	the property situate at Rueil-Malmaison (Hauts-De-Seine)(92500) 28 Boulevard Belle Rive (Lots 92, 53, 54, 55, 66 and 67)France, with a total gross floor area of approximately 342 square	the property situate at Rueil-Malmaison (Hauts-De-Seine)(92500) 28 Boulevard Belle Rive (Lots 92, 53, 54, 55, 66 and 67)France, with a total gross floor area of approximately 342 square	the property situate at Rueil-Malmaison (Hauts-De-Seine)(92500) 28 Boulevard Belle Rive (Lots 92, 53, 54, 55, 66 and 67)France, with a total gross floor area of approximately 342 square
		metres
	“Parties”	the parties to the SPA
	“Purchaser”	Atlinks Europe SAS,	a company incorporated in		France with
		limited liability whichthe Company	is an indirect wholly-owned		subsidiary of
	“Shareholder(s)”	the shareholders of the	Company
	“SPA”	the preliminary agreeentered into between	ment for sale and purchase ofthe Vendor and the Purchase		the Propertyon 23 June
		2021
	“Stock Exchange”	The Stock Exchange o	f Hong Kong L	imited
	“Vendor”	SCI Belle Rive a	oman incor	orated in Fr	nce and an
		,Independent Third Par	py	p
			ty
	“%”	per cent
	“€”	the lawful currency of	the member st	tes of the Euro	ean Union
					p

By order of the Board ATLINKS GROUP LIMITED

Mr. Long Hak Kan Chairman and Non-executive Director

Hong Kong, 24 June 2021

As at the date of this announcement, the executive Directors are Mr. TONG Chi Hoi, Mr. JeanAlexis René Robert DUC, Ms. HO Dora and Mr. LONG Shing; the non-executive Directors are Mr. LONG Hak Kan and Mr. Didier Paul Henri GOUJARD; and the independent nonexecutive Directors are Ms. LAM Lai Ting Maria Goretti, Ms. CHAN Cheuk Man Vivian and Ms. LEE Kit Ying Catherine.

This announcement, for which the directors (the “ Directors ”) of Atlinks Group Limited (the “ Company ”) collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief, the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the GEM’s website at www.hkgem.com on the ‘‘Latest Listed Company Information’’ page for at least 7 days from the date of its posting and on the website of the Company at www.atlinks.com.