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 Bermuda with limited liability)
(Stock Code: 30)
DISCLOSEABLE TRANSACTION -
PROVISION OF FINANCIAL ASSISTANCE
IN RELATION TO THE RENEWAL OF LOANS
The Board wishes to announce that on 5 February 2020, the Lender (a wholly-owned subsidiary of the Company) and the Borrower entered into the Fifth Renewal Agreement, pursuant to which the Lender agreed to renew the Loans in the aggregate principal amount of HK$17.5 million to be repayable on 5 February 2021.
As the percentage ratios under Rule 14.07 of the Listing Rules in respect of the principal amount and annual interest income under the Loans are more than 5% but less than 25%, the renewal of the Loans under the Fifth Renewal Agreement constitutes a discloseable transaction for the Company under Chapter 14 of the Listing Rules and is therefore subject to the reporting and announcement requirements under the Listing Rules.
- 1 -
The Board wishes to announce that on 5 February 2020, the Lender (a wholly-owned subsidiary of the Company) and the Borrower entered into the Fifth Renewal Agreement, pursuant to which the Lender agreed to renew the Loans in the aggregate principal amount of HK$17.5 million to be repayable on 5 February 2021.
THE LOAN AGREEMENTS AND THE RENEWAL AGREEMENTS
The Loans were granted under three Loan Agreements dated 7 February 2018, 2 March 2018 and 9 July 2018, respectively. The principal terms of the Loan Agreements and the Renewal Agreements are as follows:
Loan A Agreement | Loan B Agreement | Loan C Agreement | |
Date: | 7 February 2018 | 2 March 2018 | 9 July 2018 |
Lender: | Ban Loong Finance | Ban Loong Finance | Ban Loong Finance |
Company Limited | Company Limited | Company Limited | |
Borrower: | Hong Kong | Hong Kong | Hong Kong |
Y&S Limited | Y&S Limited | Y&S Limited | |
Loan principal: | HK$6 million | HK$3 million | HK$8.5 million |
Interest rate: | 18.0% per annum | 18.0% per annum | 18.0% per annum |
Collateral: | Personal guarantee | Personal guarantee | Personal guarantee |
was provided by the | was provided by the | was provided by the | |
sole director of the | sole director of the | sole director of the | |
Borrower, and share | Borrower, and share | Borrower, and share | |
charge was provided | charge was provided | charge was provided | |
as collateral | as collateral | as collateral | |
Loan period: | Initially, | Initially, six months | Initially, six months |
twelve months | |||
Drawdown: | 9 February 2018 | 6 March 2018 | 11 July 2018 |
Repayment date: | Initially, | Initially, | Initially, |
8 February 2019 | 5 September 2018 | 10 January 2019 |
- 2 -
Loan A Agreement | Loan B Agreement | Loan C Agreement | |
First renewal: | N/A | Pursuant to the First | N/A |
Renewal Agreement | |||
dated 6 August 2018, | |||
Loan B was renewed | |||
for four months until | |||
5 January 2019 under | |||
the same terms and | |||
conditions | |||
Second renewal: | N/A | Pursuant to the | N/A |
Second Renewal | |||
Agreement dated 4 | |||
January 2019, Loan | |||
B was renewed for | |||
one month until | |||
5 February 2019 | |||
under the same terms | |||
and conditions | |||
Third renewal: | N/A | N/A | Pursuant to the Third |
Renewal Agreement | |||
dated 5 January | |||
2019, Loan C was | |||
renewed for 26 days | |||
until 5 February | |||
2019 under the same | |||
terms and conditions |
Fourth renewal: | Pursuant to the |
Fourth Renewal | |
Agreement dated 29 | |
January 2019, Loan | |
A was renewed for | |
eleven months and 28 | |
days until 5 February | |
2020 under the same | |
terms and conditions |
Pursuant to the Fourth Renewal Agreement dated 29 January 2019, Loan B was renewed for twelve months until 5 February 2020 under the same terms and conditions
Pursuant to the Fourth Renewal Agreement dated 29 January 2019, Loan C was renewed for twelve months until 5 February 2020 under the same terms and conditions
- 3 -
Loan A Agreement | |
Fifth renewal: | Pursuant to the Fifth |
Renewal Agreement | |
dated 5 February | |
2020, Loan A is | |
renewed for twelve | |
months until 5 | |
February 2021 under | |
the same terms and | |
conditions |
INFORMATION ON THE BORROWER
Loan B Agreement
Pursuant to the Fifth Renewal Agreement dated 5 February 2020, Loan B is renewed for twelve months until 5 February 2021 under the same terms and conditions
Loan C Agreement
Pursuant to the Fifth Renewal Agreement dated 5 February 2020, Loan C is renewed for twelve months until 5 February 2021 under the same terms and conditions
The Borrower is company incorporated in Hong Kong with limited liability, which is engaged in the trading of clothing and seafood. To the best of the knowledge, information and belief of the Directors having made all reasonable enquiry, the entire issued share capital of the Borrower is beneficially owned by Ms. Huang Fengjiao, a merchant and a third party independent of the Company and its connected persons.
REASONS FOR AND BENEFITS OF THE ENTERING INTO THE FIFTH RENEWAL
AGREEMENT
The principal activity of the Company is investment holding. Its subsidiaries are principally engaged in money lending and trading of goods and commodities. The Lender is a company incorporated in Hong Kong with limited liability, a wholly-owned subsidiary of the Company and a licensed money lender in Hong Kong registered under Money Lenders Ordinance, Chapter 163 of the Laws of Hong Kong. The granting of the Loans to the Borrower pursuant to the Loan Agreements and the renewal of the Loans under the Fifth Renewal Agreement are in the ordinary course of business of the Group. The Lender has financed the Loans with the Group's internal cash resources.
The Directors are of the view that the credit assessment procedures for renewing the Loans with the Borrower would be simpler, quicker and more cost-effective as compared to the granting of a new loan to a new customer, since the Lender already has the benefit of the background understanding, established customer relationship and signed legal documentations with the Borrower.
- 4 -
The terms of the Loan Agreements (including the interest rate and the term of loan) and the Renewal Agreements were negotiated on an arm's length basis between the Lender and the Borrower and were on normal commercial terms based on the Company's credit policy. Taking into account the results of the Company's due diligence on the financial background and repayment ability of the Borrower, the stable interest income expected to be generated from the Loans and their renewals and the satisfactory payment records of the Borrower in the past, the Directors consider that the terms of the Loan Agreements (including the interest rate and term of loan) and the Renewal Agreements are fair and reasonable and the entering into of the Loan Agreements and the Renewal Agreements is in the interests of the Company and its shareholders as a whole.
LISTING RULES IMPLICATIONS
As the percentage ratios under Rule 14.07 of the Listing Rules in respect of the principal amount and annual interest income under the Loans are more than 5% but less than 25%, the renewal of the Loans under the Fifth Renewal Agreement constitutes a discloseable transaction for the Company under Chapter 14 of the Listing Rules and is therefore subject to the reporting and announcement requirements under the Listing Rules.
DEFINITIONS
In this announcement, the following expressions have the following meanings:
"Board" | the board of Directors |
"Borrower" | Hong Kong Y&S Limited, a company incorporated in Hong |
Kong with limited liability | |
"Company" | Ban Loong Holdings Limited, a company incorporated in |
Bermuda with limited liability and the shares of which are | |
listed on the Main Board of the Stock Exchange with stock | |
code: 30 | |
"connected person(s)" | having the meaning ascribed hereto under the Listing Rules |
"Director(s)" | the director(s) of the Company |
"First Renewal Agreement" | the loan renewal agreement dated 6 August 2018 entered |
into between the Lender and the Borrower in respect of the | |
renewal of Loan B to be repayable on 5 January 2019 |
- 5 -
"Fifth Renewal Agreement" | the loan renewal agreement dated 4 February 2020 entered |
into between the Lender and the Borrower in respect of the | |
renewal of the Loans to be repayable on 5 February 2021 | |
"Fourth Renewal Agreement" | the loan renewal agreement dated 29 January 2019 entered |
into between the Lender and the Borrower in respect of the | |
renewal of the Loans to be repayable on 5 February 2020 | |
"Group" | the Company and its subsidiaries |
"HK$" | Hong Kong Dollars, the lawful currency of Hong Kong |
"Hong Kong" | the Hong Kong Special Administrative Region of the |
People's Republic of China | |
"Lender" | Ban Loong Finance Company Limited, a company |
incorporated in Hong Kong with limited liability and a | |
wholly-owned subsidiary of the Company | |
"Listing Rules" | the Rules Governing the Listing of Securities on the Stock |
Exchange | |
"Loans" | collectively, Loan A, Loan B and Loan C |
"Loan A" | the loan with the principal amount of HK$6 million granted |
by the Lender to the Borrower pursuant to Loan A | |
Agreement | |
"Loan A Agreement" | the loan agreement dated 7 February 2018 entered into |
between the Lender and the Borrower in respect of Loan A | |
"Loan Agreements" | collectively, Loan A Agreement, Loan B Agreement and |
Loan C Agreement | |
"Loan B" | the loan with the principal amount of HK$3 million granted |
by the Lender to the Borrower pursuant to Loan B | |
Agreement | |
"Loan B Agreement" | the loan agreement dated 2 March 2018 entered into |
between the Lender and the Borrower in respect of Loan B |
- 6 -
"Loan C" | the loan with the principal amount of HK$8.5 million |
granted by the Lender to the Borrower pursuant to Loan C | |
Agreement | |
"Loan C Agreement" | the loan agreement dated 9 July 2018 entered into between |
the Lender and the Borrower in respect of Loan C | |
"Renewal Agreements" | collectively, the First Renewal Agreement, the Second |
Renewal Agreement, the Third Renewal Agreement, the | |
Fourth Renewal Agreement and the Fifth Renewal | |
Agreement | |
"Second Renewal | the loan renewal agreement dated 4 January 2019 entered |
Agreement" | into between the Lender and the Borrower in respect of the |
renewal of Loan B to be repayable on 5 February 2019 | |
"Stock Exchange" | The Stock Exchange of Hong Kong Limited |
"Third Renewal Agreement" | the loan renewal agreement dated 5 January 2019 entered |
into between the Lender and the Borrower in respect of the | |
renewal of Loan C to be repayable on 5 February 2019 | |
By order of the Board | |
Ban Loong Holdings Limited | |
Chow Wang | |
Deputy Chairman & Chief Executive Officer | |
Hong Kong, 5 February 2020 |
As at the date of this announcement, the Board of the Company comprises:
Executive Directors:
Mr. Wang Minghui (Chairman)
Mr. Chow Wang (Deputy Chairman & Chief Executive Officer)
Mr. Yin Pinyao
Mr. Chu Ka Wa (Chief Financial Officer)
Mr. Wang Zhaoqing (Chief Operating Officer)
Non-executive Director:
Mr. Fong For
Independent Non-executive Directors:
Mr. Jiang Zhi
Mr. Leung Ka Kui, Johnny
Ms. Wong Chui San, Susan
- 7 -
Attachments
- Original document
- Permalink
Disclaimer
Ban Loong Holdings Ltd. published this content on 05 February 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 05 February 2020 09:00:06 UTC