Samsonite Group S.A. — Capital/Financing Update 2012

May 22, 2012

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.

ETERNITY INVESTMENT LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 764)

DISCLOSABLE TRANSACTION PROVISION OF FINANCIAL ASSISTANCE

PROVISION OF FINANCIAL ASSISTANCE

The Board announces that on 22 May 2012 (after trading hours of the Stock Exchange), the Loan Agreement was entered into between Hong Kong Builders as lender and Customer A as borrower. Pursuant to the Loan Agreement, Hong Kong Builders has agreed to grant a loan in the principal amount of HK$15 million to Customer A for a term of one year from the date of drawdown.

LISTING RULES IMPLICATION

As the relevant applicable percentage ratios calculated in accordance with the Listing Rules are more than 5% but less than 25%, the grant of loan under the Loan Agreement constitutes a discloseable transaction of the Company under Chapter 14 of the Listing Rules and is only subject to the reporting and announcement requirements of the Listing Rules.

PROVISION OF FINANCIAL ASSISTANCE

The Board announces that on 22 May 2012 (after trading hours of the Stock Exchange), the Loan Agreement was entered into between Hong Kong Builders as lender and Customer A as borrower. Pursuant to the Loan Agreement, Hong Kong Builders has agreed to grant a loan in the principal amount of HK$15 million to Customer A for a term of one year from the date of drawdown.

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The Loan Agreement

The principal terms of the Loan Agreement are summarised as follows:

Date : 22 May 2012
Lender : Hong Kong Builders
Borrower : Customer A
Guarantee : A personal guarantee provided by Mr. T in favour of Hong Kong Builders to secure the obligations of Customer A under the Loan Agreement
Principal amount of the loan : HK$15 million
Interest rate : 8% per annum
Term : One year commencing from the date of drawdown
Repayment : Customer A shall repay the principal amount of the loan together with the interest accrued thereon at maturity
Prepayment : Customer A may at any time repay the subject loan in full by giving not less than 14 business days’ prior written notice to Hong Kong Builders before maturity

Funding of the loan

The loan will be financed by the Group’s internal resources.

Information on Customer A and Mr. T

Customer A is a company incorporated in the British Virgin Islands and the principal activity of which is investment holding. Customer A is wholly and beneficially owned by Mr. T. Mr. T is a merchant engaging business in Philippines and the sole director and the sole shareholder of Customer A. To the best of the knowledge, information and belief of the Directors having made all reasonable enquires, Customer A and Mr. T are third parties independent of the Company and its connected persons.

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Information on Hong Kong Builders

Hong Kong Builders is a money lender licensed in Hong Kong under the provisions of the Money Lenders Ordinance. Hong Kong Builders conducts money lending business in Hong Kong through the provision of loans to customers.

Reasons for the Loan Agreement

As money lending is one of the principal activities of the Group, the grant of loan to Customer A under the Loan Agreement is in the ordinary and usual course of business of the Group.

The terms of the Loan Agreement are negotiated on an arm's length basis between Hong Kong Builders and Customer A. The Directors are of the view that the terms of the Loan Agreement are on normal commercial terms. Given that a stable interest income is generated from the loan during the term of the Loan Agreement, the Directors consider that the grant of loan under the Loan Agreement is fair and reasonable and in the interests of the Company and its shareholders as a whole.

GENERAL

The Company is an investment holding company and its subsidiaries are principally engaged in distribution of films, sub-licensing of film rights, sales of financial assets, provision of management services to concierge departments of gaming promoters, money lending and property investment.

LISTING RULES IMPLICATION

As the relevant applicable percentage ratios calculated in accordance with the Listing Rules are more than 5% but less than 25%, the grant of loan under the Loan Agreement constitutes a discloseable transaction of the Company under Chapter 14 of the Listing Rules and is only subject to the reporting and announcement requirements of the Listing Rules.

DEFINITIONS

In this announcement, the following words and expressions shall, unless the context otherwise requires, have the same meanings when used herein:

"Board" the board of Directors

"Company" Eternity Investment Limited, a company incorporated in Bermuda with limited liability and the issued shares of which are listed on the Main Board of the Stock Exchange

"connected person(s)" has the meaning ascribed to it in the Listing Rules

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"Customer A"
a borrower being a company incorporated in the British Virgin Islands with limited liability and wholly and beneficially owned by Mr. T

"Director(s)"
the director(s) of the Company

"Group"
the Company and its subsidiaries

"Hong Kong Builders"
Hong Kong Builders Finance Limited, a company incorporated in Hong Kong with limited liability and a wholly owned subsidiary of the Company

"Hong Kong"
the Hong Kong Special Administrative Region of the People's Republic of China

"Listing Rules"
the Rules Governing the Listing of Securities on the Stock Exchange

"Loan Agreement"
the loan agreement dated 22 May 2012 entered into between Hong Kong Builders as lender and Customer A as borrower in respect of a loan in the principal amount of HK$15 million

"Money Lenders Ordinance"
the Money Lenders Ordinance (Chapter 163 of the laws of Hong Kong) as amended, supplemented or otherwise modified from time to time

"Mr. T"
a guarantor being an individual who is the sole director and the sole shareholder of Customer A

"Stock Exchange"
The Stock Exchange of Hong Kong Limited

"HK$"
Hong Kong dollars, the lawful currency of the Hong Kong

"%"
per cent.

By Order of the Board
Eternity Investment Limited
Lei Hong Wai
Chairman

Hong Kong, 22 May 2012

As at the date of this announcement, the Board comprises of three executive Directors, namely, Mr. Lei Hong Wai, Mr. Cheung Kwok Wai, Elton and Mr. Chan Kin Wah, Billy; one non-executive Director, namely, Mr. Cheung Kwok Fan; and three independent non-executive Directors, namely, Mr. Wan Shing Chi, Mr. Ng Heung Yan and Mr. Wong Tak Chuen.

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