Samsonite Group S.A. — Share Issue/Capital Change 2024

Sep 4, 2024

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)

GRANT OF AWARDS PURSUANT TO SHARE AWARD SCHEME

This announcement is made pursuant to Rule 17.06A of Rules Governing the Listing of Securities (the "Listing Rules") on The Stock Exchange of Hong Kong Limited (the "Exchange").

The board of directors (the "Directors") (the "Board") announces that on 4 September 2024, Eternity Investment Limited (the "Company", together with its subsidiaries, the "Group") granted a total of 38,000,000 awarded shares of the Company (the "Shares") (the "Awarded Shares") to Mr. Wong Chun Hung Hanson (the "Grantee"), a consultant to the Company, in accordance with the terms of the share award scheme of the Company adopted pursuant to an ordinary resolution of the shareholders of the Company passed on 15 August 2024 (the "Share Award Scheme"), representing approximately 0.99% of the total Shares in issue as at the date of this announcement. The Awarded Shares are existing Shares held by the trustee through acquisition from the open market.

Grant of the Awarded Shares

Details of the Awarded Shares are as follows:

Date of grant: 4 September 2024

Number of Shares granted: 38,000,000

Grantee: Mr. Wong Chun Hung Hanson, a service provider to the Company, being a consultant to provide advice on the strategic planning, management and development of football facilities located on the land where the golf club and resort operate and owned by the Company in Beijing, the People's Republic of China

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Purchase price for the Awarded Shares of the Grantee: Nil

Closing price of the Shares on the date of grant: HK$0.065 per Share

Vesting period: The vesting period shall be twelve (12) months and the Awarded Shares shall vest on 4 September 2025 (the “Vesting Date”).

Performance target: There is no performance target attached to the Awarded Shares granted to the Grantee.

Clawback mechanism: In case the Grantee cease to be a consultant of the Company before the Vesting Date, all Awarded Shares granted shall automatically lapse.

The grant of the Awarded Shares would not result in the Shares issued and to be issued in respect of all options and awards granted to the Grantee in the 12-month period up to and including the date of the grant in aggregate to be over 1% of the Shares in issue.

The Grantee is not a Director, chief executive or substantial shareholder (as defined in the Listing Rules) of the Company or an associate (as defined in the Listing Rules) of any of them as at the date of this announcement.

Number of Shares available for future grants

The Awarded Shares have been purchased by the trustee through on-market transactions and are currently held by the trustee in accordance with the rules of the Share Award Scheme. No new Shares are required to be issued by the Company as a result of the grant of the Awarded Shares.

The total number of Shares which may be issued pursuant to all options and awards which may be granted under the Share Award Scheme together with options and awards which may be granted under any other share schemes for the time being of the Company will not exceed 381,960,648 (the “Scheme Mandate Limit”) and the total number of Shares that may be issued pursuant to all options and awards to be granted to service provider participants under the Share Award Scheme together with options and awards which may be granted under any other share schemes for the time being of the Company is 38,196,064 (the “Service Provider Sublimit”). As at the date of this announcement, 343,960,648 Shares are available for future grant under the Scheme Mandate Limit and 196,064 Shares are available for future grant under the Service Provider Sublimit.

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Reasons for grant of the Awarded Shares

The purpose of the Share Award Scheme is, through the award of the Shares, to recognise the contributions by certain eligible participants and to provide them incentives in order to retain them for the continual operation and development of the Group and to attract suitable personnel for further development of the Group. The Board is of the view that the grant of the Awarded Shares to the Grantee aligns the interests of the Grantee with those of the Group through ownership of the Shares, dividends and other distributions paid on the Shares and/or the increase in value of the Shares, and to recognise the contributions to be made by the Grantee with respect to his consultancy services.

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

Hong Kong, 4 September 2024

As at the date of this announcement, the Board comprises three executive Directors, namely, Mr. Lei Hong Wai, Mr. Cheung Kwok Wai Elton and Mr. Cheung Kwok Fan; and four independent non-executive Directors, namely, Mr. Wan Shing Chi, Mr. Ng Heung Yan, Ms. Leung Man Yee Fanny and Mr. Law Kwok Ho Kenward.

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