Samsonite Group S.A. — Regulatory Filings 2011

Sep 12, 2011

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)

TERMINATION OF SERVICES AGREEMENT

This announcement is made pursuant to Rule 13.09(1) of the Listing Rules.

On 12 September 2011, Rich Daily has been informed by the Gaming Promoter that the Services Agreement, which is one of the services agreements held by Rich Daily, will be terminated with effect from the date after the first anniversary of the Notice. Pursuant to the terms of the Services Agreement, the Gaming Promoter or the Group may terminate the Services Agreement by giving not less than 12 month's prior written notice.

Based on the Company's annual report for the year ended 31 December 2010 and the unaudited consolidated interim results of the Group for the six months ended 30 June 2011, the revenue generated from the Services Agreement represents approximately 77% and 92% of the total revenue of the Group for the year ended 31 December 2010 and the six months ended 30 June 2011 respectively or approximately 82% and 92% of the total revenue of the Group's provision of management services business for the year ended 31 December 2010 and the six months ended 30 June 2011 respectively.

According to a preliminary assessment by the Directors, it is expected that the termination of the Services Agreement shall have the following financial impacts on the Group:

(i) given the termination of the Services Agreement becoming effective on 12 September 2012, there is no immediate impact on the revenue of the Group's provision of management services business for the year ending 31 December 2011 and the six months ending 30 June 2012;

(ii) Rich Daily shall continue to carry out the business of provision of management services to the concierge department of other gaming promoter in Macau after 12 September 2012, being the date on which the termination of the Services Agreement becoming effective, pursuant to the remaining services agreement held by it;

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(iii) given that the management services fee income generated from the Services Agreement represents a substantial portion of the revenue of the provision of management services business of the Group,

(a) there will be a substantial decrease in the revenue of the Group’s provision of management services business from 12 September 2012, being the date of termination of the Services Agreement; and

(b) a substantial impairment loss in respect of intangible assets shall be recognised in the year ending 31 December 2011; and

(iv) the Group may incur a substantial loss for the year ending 31 December 2011 as a result of the recognition of the impairment loss.

Despite the above financial impacts on the Group, the Directors are of the view that the financial position of the Group remains sound.

Upon the termination of the Services Agreement becoming effective, the Group shall continue to carry out the businesses of distribution of films, sub-licensing of film rights, sale of financial assets and provision of management services.

As the termination of the Services Agreement becomes effective on 12 September 2012 and the Group has resources and expertise in provision of management services available, the Directors shall actively explore opportunities in providing management services to the concierge departments of other gaming promoters in Macau in order to revitalise the Group’s provision of management services business.

Shareholders and potential investors of the Company should exercise caution when dealing in the Shares.

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 Shares are listed on the Main Board of the Stock Exchange

“Directors” the directors of the Company

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"Gaming Promoter"
Dore Entretenimento Sociedade Unipessoal Limitada, a licensed gaming promoter for the Wynn Macau, Macau Special Administrative Region of the People's Republic of China

"Group"
the Company and its subsidiaries

"Notice"
the notice of termination dated 12 September 2011 and served by the Gaming Promoter to Rich Daily

"Rich Daily"
Rich Daily Group Limited, a company incorporated in the British Virgin Islands, engaged in provision of management services business and wholly owned subsidiary of the Company

"Shares"
the ordinary shares of HK$0.01 each in the issued share capital of the Company

"Services"
the provision of management services to the concierge department of the Gaming Promoter, which for the avoidance of doubt not including the solicitation of VIP customers for the Gaming Promoter

"Services Agreement"
the services agreement dated 30 June 2008 and entered into between the Gaming Promoter and Rich Daily in relation to the provision of Services by Rich Daily to the Gaming Promoter

"Shareholders"
the holders of the Shares

"Stock Exchange"
The Stock Exchange of Hong Kong Limited

"%"
per cent

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

Hong Kong, 12 September 2011

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. Hung Hing Man, Mr. Wan Shing Chi and Mr. Ng Heung Yan.