Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Samsonite Group S.A. Capital/Financing Update 2012

Jan 16, 2012

50259_rns_2012-01-16_4f9b2789-c7f2-4493-a2b1-7f3c338f9b97.pdf

Capital/Financing Update

Open in viewer

Opens in your device viewer

{# SEO P0-1: filing HTML is rendered server-side so Googlebot sees the full text without executing JS or following an iframe to a Disallow'd CDN path. The content has already been sanitized through filings.seo.sanitize_filing_html. #}

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this joint 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 joint announcement.

img-0.jpeg

ETERNITY INVESTMENT LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 764)

img-1.jpeg

CULTURE LANDMARK INVESTMENT LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 674)

VOLUNTARY ANNOUNCEMENT

This joint announcement is made by Eternity Investment Limited ("Eternity", together with its subsidiaries, the "Eternity Group") and Culture Landmark Investment Limited ("Culture Landmark") on a voluntary basis.

Reference is made to the respective announcements of Eternity and Culture Landmark both dated 22 December 2011 (the "Announcements") and to the announcement of Eternity dated 28 December 2011 in relation to the subscription by Eternity of the convertible bonds issued by Culture Landmark. Unless specified otherwise herein, capitalised terms used in this joint announcement shall have the same meanings as those defined in the Announcements.

On 29 December 2011, Eternity procured Wingo Consultants Limited, an indirect wholly-owned subsidiary of Eternity, to subscribe for the Convertible Bonds in an aggregate principal amount of HK$75 million.

It was stated in the Announcements that Culture Landmark intended to use the net proceeds from the issue of the Convertible Bonds for an acquisition of shares and securities in a company, the shares of which are listed on the Stock Exchange. Culture Landmark and Eternity now wish to announce that New Asia Media Development Limited, a wholly-owned subsidiary of Culture Landmark, has utilised the net proceeds from the issue of the Convertible Bonds in the acquisition of shares in KH Investment Holdings Limited (stock code: 8172) ("KH Investment"). Eternity is therefore presumed to be a party acting in concert with Culture Landmark and New Asia Media Development Limited under class 9 of the persons presumed to be acting in concert under the definitions section of the Code on Takeovers and Mergers.


Save as disclosed below, Eternity wishes to announce that it and its connected persons do not have any relationship with any directors, chief executive or substantial shareholders of KH Investment or its subsidiaries, or any of their respective associates:

(a) the Eternity Group did not hold any shares in KH Investment as at the date of the Subscription Agreement and up to the date of this joint announcement;

(b) KH Investment was an associate company of Eternity during the period from 8 April 2009 to 21 January 2010;

(c) Mr. Lei Hong Wai, the Chairman of the board of directors of Eternity, an executive director and a substantial shareholder of Eternity, is a director of Creative Formula Limited, a wholly-owned subsidiary of KH Investment; and

(d) Mr. Chan Kin Wah, Billy, an executive director of Eternity, is a director of China Star Film Group Limited, a 50% owned joint venture company of KH Investment, and a director of China Star Film Production Limited, a wholly-owned subsidiary of China Star Film Group Limited. He is also a director of Dance Star Group Limited and Premium Dignity Investments Limited, both of them are wholly-owned subsidiaries of KH Investment. He was the company secretary of KH Investment during the period from 20 August 2009 to 3 October 2011.

By order of the board of directors of Eternity Investment Limited
Lei Hong Wai
Chairman

By order of the board of directors of Culture Landmark Investment Limited
Cheng Yang
Chairman

Hong Kong, 16 January 2012

As at the date of this joint announcement, the board of directors of Eternity comprises 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.

As at the date of this joint announcement, the board of directors of Culture Landmark comprises Mr. Cheng Yang (the chairman), Mr. Zheng Yuchun, Mr. Liu Yu Mo and Mr. Li Weipeng as executive directors; and Mr. Tong Jingguo, Mr. Yang Rusheng and Mr. So Tat Keung as independent non-executive directors.

The directors of Eternity jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than that relating to Culture Landmark) and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than those relating to Culture Landmark) have been

— 2 —


arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.

The directors of Culture Landmark jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than that relating to Eternity) and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than those relating to Eternity) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.

— 3 —