Alpha Returns Group plc Conditionla Disposal
November 02 2015 - 9:59AM
UK Regulatory
TIDMARGP
Alpha Returns Group plc
(the "Company" or "Alpha Returns")
2 November 2015
Conditional disposal of Riche Bright Securities Limited ("RB
Securities")
Alpha Returns, the AIM traded investing company focussing on investments
in high-growth Asian economies, is pleased to announce the conditional
sale by its 70 per cent. owned joint-venture investment vehicle Riche
Bright Group Limited ("Riche Bright") of RB Securities, a member firm
of the Stock Exchange of Hong Kong Limited (formerly M Y Securities
Limited) under an agreement dated 30 October 2015. Consideration,
payable in cash, comprises HK$11 million (GBP0.92 million) plus net
assets at 31 October 2015. As at 30 September 2015, unaudited net assets
of RB Securities amounted to approximately HK$22.9 million (GBP1.92
million).
The disposal is subject to a nine business day due diligence period by
the purchaser and is further subject to conditions precedent that the
purchaser, Hong Kong incorporated Hzone Holdings Limited, (or its
nominee) obtains approval from the Hong Kong Securities and Futures
Commission ("HKSFC") to become a substantial shareholder of RB
Securities and no breach of warranty prior to Completion. Consideration
of HK$4 million has been paid, HK$24 million is due within 7 business
days of the HKSFC approval with any balance being paid on Completion.
Consideration, which is capped at HK$36 million, is subject to downwards
adjustment to the extent that the operating expenses of RB Securities
exceed HK$400,000 per calendar month from 1 November 2015 until
Completion. A long stop date of 30 April 2016 has been agreed for
satisfaction of the conditions precedent. Should the disposal not
complete, monies received are liable to be returned without interest,
save where a) HKSFC approval is not obtained for reasons not
attributable to Riche Bright in which event the HK$4 million is retained
by Riche Bright or b) Riche Bright fails to complete for reasons
attributable to itself in which event an additional payment of HK$4m is
due from Riche Bright to the purchaser in addition to the return of the
HK$4 million received to date.
During its year ended 31 March 2015, RB Securities made pretax profits
of HK$5.356m (2014: losses HK$ 0.554m) on commission fee income of
HK$12.450m (2014: HK$1.995m) and a profit after tax of HK$4.916m (2014:
losses HK$ 0.554m). Commission fee income included HK$8.597m (2014: Nil)
with the Company's substantial shareholder Sze Thye Group Limited ("Sze
Thye"). In the six months ended 30 September 2015, RB Securities made
unaudited pretax losses of HK$0.63m and there has been no commission fee
income from Sze Thye since 31 March 2015.
On completion of the disposal, it is intended that the net assets of
Riche Bright, which will predominantly consist of cash proceeds from the
RB Securities disposal be returned to its members, including 70 per cent
to Alpha Returns to be applied in accordance with the Company's
investing policy. The Company continues to hold its 52.5% interest in
Singapore based IT service solutions provider Telistar Solutions Pte Ltd,
a conditional 30% investment in Oriental Ventures Limited/Shenzhen
MaxLife Catering Management Co., Ltd., a PRC coffee chain business which
remains subject to a number of preconditions, and a conditional 50%
investment in Jesoft International Limited/Jesoft Computer Technology
Co. Ltd., a PRC corporate IT solutions provider.
For further information:
Christopher Neo
Alpha Returns Group plc Executive Director 020 3286 6388
ZAI Corporate Finance Ltd Peter Trevelyan-Clark / Ivy
(NOMAD) Wang 020 7060 2220
Peterhouse Corporate Finance
(Broker) Duncan Vasey / Lucy Williams 020 7220 9797
This announcement is distributed by NASDAQ OMX Corporate Solutions on
behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: Alpha Returns Group plc via Globenewswire
HUG#1963346
http://www.alpharet.com
(END) Dow Jones Newswires
November 02, 2015 09:59 ET (14:59 GMT)
Copyright (c) 2015 Dow Jones & Company, Inc.
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