South China Fin (00619.HK) announced on May 31st that on May 31, 2024, the seller Media Bonus Limited (an indirectly wholly-owned subsidiary of the company), the buyer Four Seas Travel Group (BVI) Limited, and the target companies (Capital Publishing Limited and Capital Publishing Management Limited) entered into the agreement. As a result, the seller agreed to sell and the buyer agreed to purchase all of the issued shares of the target companies for a total consideration of HKD 1.00. After completion, the target companies will no longer be subsidiaries of the group. Therefore, the financial performance of the target companies will not be consolidated into the group's financial statements.
As of the date of this announcement, Target Company A is a limited company registered and established in Hong Kong, an indirectly wholly-owned subsidiary of the company, and its issued share capital is directly and indirectly held by the seller who operates this business directly. As of the date of this announcement, Target Company B is a limited company registered and established in Hong Kong, an indirectly wholly-owned subsidiary of the company, and its entire issued share capital is directly and indirectly held by the seller, and it is a company that provides and maintains employment for all employees to fulfill various duties in support of this business.
"This business" refers to media publishing and financial public relations services (especially publishing and distributing the magazine《Capital CEO Capital Talent Entrepreneur Capital Entrepreneur》), media advertising and marketing activities.
Although the target companies have changed their strategy and upgraded their business model from traditional printing to digital mode, their business performance has still not achieved the target in the past few years. Due to financial and political factors that have prevented Hong Kong's overall economy from fully recovering from the pandemic turmoil, some major clients of the target companies have become more conservative in their public relations and advertising spending and the settlement of outstanding receivables, resulting in a significant impact on this business.
In order to continue the core business of the company in financial services, such as securities and futures brokerage, securities consultation services, corporate finance consultation services, asset management services, insurance brokerage and all related services, the board of directors believes that the sale may lead the group to concentrate its resources on better financial services prospects, especially the policies and plans promoted by the Hong Kong government to attract Chinese nationals to travel, settle and invest in Hong Kong.