On 18 January 2022, Plaza Premium International Medical Group (01143) announced that on 18 January 2022, the Transferee Plaza Premium International Assisted Reproductive Technology Group (an indirect wholly-owned subsidiary of the Company, the Company and the transferor Shi Mingyao) entered into a deed of assignment, and the Transferee agreed to accept and the Transferor agreed to transfer to the Assignee all rights, obligations, ownership, interests and benefits enjoyed in and thereon in the Agency Agreement for a consideration of HK$37.8 million, to the Transferor (or its Nominee) upon completion of the Company. Allotment and issuance of 230 million Consideration Shares for repayment.
It is reported that the consideration shares per share are about HK$0.164, which is about 7.3% lower than the closing price of HK$0.177 per share on January 18. The Consideration Shares represent approximately 19.9% of the expanded issued share capital.
The assignor entered into an agency agreement with Shanghai Yuanyan Instruments (Yuanyan) to appoint the transferor as its sole agent and granted the transferor exclusive rights to distribute a range of test and measurement products in the Hong Kong Special Administrative Region and the Macao Special Administrative Region and appointed the transferor to act as its non-exclusive agent and grant the transferor a non-exclusive right to distribute the products and after-sales service to Asia outside the Chinese mainland (excluding the Hong Kong Special Administrative Region and the Macao Special Administrative Region). Products include ultraviolet spectrophotometers, visible spectrophotometers, total organic carbon analyzers and microwave decomposition systems, which are widely used in environmental, food, cosmetics, pharmaceutical, life science and chemical fields.
The Board considers the transfer to provide an opportunity for the Group to expand its portfolio of electronic manufacturing services and distribution products by incorporating test and measurement equipment products produced by Yuanyan, a large scientific instrument manufacturer with over 10 years of experience in the PRC. This provides the Group with commercially viable opportunities to grasp the growth potential of the Asian market, driven by growing demand for laboratory equipment, particularly in the pharmaceutical, life sciences and chemical sectors, and is conducive to the Group's medium- and long-term growth. Accordingly, the Directors consider that the terms of the Agreement are fair and reasonable and in the overall interests of the Company and its shareholders.
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