Ulferts International : Discloseable Transaction in relation to the Renewal of Tenancy of the Property

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.

(Incorporated in Hong Kong with limited liability)

(Stock Code: 1711)

DISCLOSEABLE TRANSACTION

IN RELATION TO THE RENEWAL OF TENANCY

OF THE PROPERTY

On 8 October 2019, Marvel Win as tenant entered into the Renewal Letter with Rich Champion as landlord in relation to the renewal of the tenancy of the Property pursuant to the exercise of the Option.

In accordance with HKFRS 16 "Leases", the Group will recognise the value of the right-of-use assets on its consolidated statement of financial position in connection with the leasing of the Property under the Renewal Letter. Accordingly, the leasing transaction under the Renewal Letter will be regarded as acquisition of assets by the Tenant for the purpose of the Listing Rules.

As one or more of the applicable percentage ratios (as defined in the Listing Rules) in respect of the value of the right-of-use of the Property under the Renewal Letter, exceed 5% but are less than 25%, if the Agreed Rental is taken to be the rental for the Term, the transaction contemplated thereunder constitutes discloseable transaction of the Company and is subject to the announcement requirement but exempt from Shareholders' approval requirement of the Company under Chapter 14 of the Listing Rules.

On 8 October 2019, Marvel Win as tenant entered into the Renewal Letter with Rich Champion as landlord in relation to the renewal of the tenancy of the Property pursuant to the exercise of the Option.

THE RENEWAL LETTER DATED 8 OCTOBER 2019

Landlord:	Rich Champion
Tenant:	Marvel Win
Property:	Shop 1 & cockloft and Shop 2, Park Towers, No.1
	King's Road, Hong Kong
Term:	3 years commencing from 1 October 2019 to 30
	September 2022 (both days inclusive)
Usage:	For retail shop
Right-of-use Asset Value:	Approximately HK$15.7 million, (exclusive of
	management fees)

REASONS AND BENEFITS FOR THE RENEWAL LETTER

The Company is an investment holding company and its subsidiaries are principally engaged in retail of home furniture mainly imported from Europe.

To the best knowledge, information and belief of the Directors having made all reasonable enquiries, Rich Champion is an investment holding company incorporated in Hong Kong with limited liability and is an Independent Third Party.

The Agreed Rental is arrived at arm's length negotiation with reference to the prevailing market rental of similar property in the nearby locations whilst the rent of the remaining Term will be made with reference to the open market rent which will be assessed by an independent valuer to be appointed according to the terms of the Renewal Letter. The Directors believed that the terms and conditions of the Renewal Letter are fair and reasonable and the transaction is on normal commercial terms, in the ordinary and usual course of business and in the interests of the Company and its Shareholders as a whole.

LISTING RULES IMPLICATIONS

In accordance with HKFRS 16 "Leases", the Group will recognise the value of the right-of-use assets on its consolidated statement of financial position in connection with the leasing of the Property under the Renewal Letter. Accordingly, the leasing transaction under the Renewal Letter will be regarded as acquisition of assets by the Tenant for the purpose of the Listing Rules.

As one or more of the applicable percentage ratios (as defined in the Listing Rules) in respect of the value of the right-of-use of the Property under the Renewal Letter will exceed 5% but are less than 25%, if the Agreed Rental is taken to be the rental for the Term, the transaction contemplated thereunder constitutes discloseable transaction of the Company and is subject to the announcement requirement but exempt from Shareholders' approval requirement of the Company under Chapter 14 of the Listing Rules.

TERMS USED IN THIS ANNOUNCEMENT

"Agreed Rental"The first five months' rent (1 October 2019 to 29 February 2020) of the Term as agreed by Rich Champion and Marvel Win under the Renewal Letter (exclusive of management fees)

"Board" or "Director(s)" The board of directors of the Company

"Rich Champion"Rich Champion Hong Kong Development Limited, a company incorporated in Hong Kong with limited liability, being an Independent Third Party

"Company"

"Group"

Ulferts International Limited, a company incorporated in Hong Kong with limited liability, the issued shares of which are listed on the Stock Exchange

The Company and its subsidiaries from time to time

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"HK$" "HKFRS"

"Hong Kong"

"Independent Third Party(ies)"

"Listing Rules"

"Marvel Win" or "Tenant"

"Option"

"Previous Tenancy Agreement"

"Property"

"Shareholders" "Stock Exchange" "Renewal Letter"

"Term"

Hong Kong dollars, the lawful currency of Hong Kong

Hong Kong Financial Reporting Standards issued by the Hong Kong Institute of Certified Public Accountants

Hong Kong Special Administrative Region of the People's Republic of China

Third party independent of and not connected with the Company and its connected persons (as defined in the Listing Rules)

The Rules Governing the Listing of Securities on the Stock Exchange

Marvel Win Limited, a company incorporated in Hong Kong with limited liability and an indirect wholly-owned subsidiary of the Company

The option granted by Rich Champion to Marvel Win under the Previous Tenancy Agreement to renew the tenancy of the Property for the Term

A tenancy agreement dated 23 August 2013 entered into between Rich Champion and Marvel Win in relation to the tenancy of the Property for the period from 1 September 2013 to 30 September 2016 as extended by a renewal tenancy agreement dated 27th September 2016 for the period from 1 October 2016 to 30 September 2019

Shop 1 & cockloft and Shop 2, Park Towers, No.1 King's Road, Hong Kong

Holder(s) of the ordinary shares of the Company

The Stock Exchange of Hong Kong Limited

The tenancy renewal letter dated 8 October 2019 entered into between Marvel Win as tenant and Rich Champion as landlord in relation to the renewal of the tenancy of the Property pursuant to the exercise of the Option

3 years from 1 October 2019 to 30 September 2022 (both days inclusive)

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"%"

Per cent

	By order of the Board
	Ulferts International Limited
	Wong Chi Fai
	Chairman
Hong Kong, 8 October 2019
As at the date hereof, the Board comprises:
Executive Directors:	Mr. Wong Chi Fai
	Mr. Ng Koon Keung, Ricky
	Ms. Mok Fung Lin, Ivy
	Ms. Fan Man Seung, Vanessa
Independent Non-executive Directors:	Mr. Chan Yee Man
	Mr. Chiu Kin Fai
	Mr. Ng Hoi Yue

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