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Stream Ideas Group Limited — Capital/Financing Update 2019
Oct 24, 2019
51424_rns_2019-10-24_47785882-0434-43bd-a135-08aadd73641a.pdf
Capital/Financing Update
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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.
Stream Ideas Group Limited 源想集團有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 8401)
VOLUNTARY ANNOUNCEMENT BUSINESS UPDATE
This is a voluntary announcement made by Stream Ideas Group Limited (the “ Company ”, and together with its subsidiaries, the “ Group ”).
The board of directors (the “ Board ”) of the Company is pleased to announce that on 24 October 2019, Creative Mind Limited (the “ Purchaser ”), a wholly-owned subsidiary of the Company, entered into a share purchase agreement with, among others, Cyber Credit Technology (Hong Kong) Limited (the “ Seller ”), as the seller of the Sale Shares (as defined below), for the purchase of 1.6026% of shareholdings (the “ Sale Shares ”) in Asia Interactive Content Holdings Limited (the “ Target Company ”) at a consideration of HK$5,000,000 (the “ Transaction ”). The Directors are of the view that the Transaction is fair and reasonable and is on normal commercial terms and in the interests of the Company and its shareholders as a whole.
Completion of the Transaction is conditional upon, among others, (i) the Seller and the Target Company having passed the board resolutions approving the Transactions; and (ii) all necessary consents and approval required for completion of the Transaction being obtained by the Purchaser and the Seller, and is expected to be on or before 1 November 2019.
REASONS FOR AND BENEFITS OF THE TRANSACTION
The Target Company is a company incorporated in the Cayman Islands with limited liability. The principal business activity of the Target Company and its subsidiaries is to provide marketing agency services, including brand building, digital and social media marketing, video production, online and offline strategies and event management.
The directors of the Company (the “ Directors ”) believes that the Transaction will be beneficial to the Group’s future development. An indirect wholly-owned subsidiary of the Target Company, Gimmick Box Limited, is one of the affiliated members of the Association of Accredited Advertising Agencies of Hong Kong (HK4As) in Hong Kong, and its target audience is mainly in Hong Kong market and has been expanding into the PRC market. The Directors expect the investment in the Target Company not only can bring synergies by forming closer strategic relationship between the Group and the Target Company for extending social media coverage and providing business referral opportunities, this can also assist the business of the Group to gain access to the PRC market.
IMPLICATIONS UNDER THE GEM LISTING RULES
All relevant applicable percentage ratios (as defined under the Rules Governing the Listing of Securities on GEM of the Stock Exchange of Hong Kong Limited (the “ GEM Listing Rules ”)) for the Transaction as calculated under chapter 19 of the GEM Listing Rules are less than 5%. Therefore, the Transaction is not subject to any disclosure requirements pursuant to chapter 19 of the GEM Listing Rules. This announcement is made on a voluntary basis to provide a business update of the Company to the investors.
INFORMATION OF THE GROUP AND THE SELLER
The Group is a digital media company and its principal business activity is to provide online advertising services to brand owners and advertising agencies through its own platforms.
The Seller is an investment holding company incorporated in Hong Kong with limited liability.
To the best of the knowledge, information and belief of the Directors and having made all reasonable enquiries, the Seller and the Target Company are not connected persons (as defined in the GEM Listing Rules) of the Company and are third parties independent of the Company and its connected persons.
By Order of the Board Stream Ideas Group Limited Law Ka Kin Executive Director
Hong Kong, 24 October 2019
As at the date of this announcement, the Board of Directors comprises four executive Directors, namely Ms. Cheung Lee, Mr. Law Ka Kin, Mr. Lee Wing Leung Garlos and Mr. Leung Wai Lun; one nonexecutive Director, namely Mr. Lin Hung Yuan; and three independent non-executive Directors, namely Mr. Kwan Chi Hong, Mr. Fenn David and Mr. Ho Ho Tung Armen.
This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on GEM of the Stock Exchange of Hong Kong Limited 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 “Latest Company Announcements” page of the GEM website at www.hkgem.com for at least 7 days from the date of its publication and on the Company’s website at www.stream-ideas.com.
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