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(incorporated in Bermuda with limited liability)
(Stock Code: 00059)
ANNOUNCEMENT
POSSIBLE PROJECT DEVELOPMENT AND ACQUISITION OF
LAND USE RIGHTS IN YONGZHOU, THE PRC
This announcement is made pursuant to Rule 13.09 of the Rules Governing the Listing
of Securities on The Stock Exchange of Hong Kong Ltd. (the “Listing Rules”).
The board of directors of Skyfame Realty (Holdings) Limited (the “Company”)
announces that, on 11 May 2011 the Company won a tender for the development of
certain lands involving the remodelling of some scenic tourist spots, construction of
certain public amenities and infrastructure facilities in the scenic tourist spots and a
commercial area for an initial investment outlay of approximately RMB800 million
for an investment period of six years (the “Yongzhou Initial Investment”) in Linling
District of Yongzhou province, the Peoples’ Republic of China. For the tender, the
Company has made a non-refundable earnest money of RMB2 million and a further
deposit of RMB100 million was placed in a bank account of the project company (see
below for the structure of the project company), namely 永州天譽旅遊發展有限公
司 (Yongzhou Tian Yu Tourism Development Co Ltd*) (“Yongzhou Tian Yu”), an
indirectly wholly owned subsidiary of the Company, for the capital injection into the
project company which will be used as a deposit for the investment detailed below
when the land use rights of certain lands under the Yongzhou Project are transferred to
Yongzhou Tian Yu.
It is expected that the Yongzhou Initial Investment would cover the costs for site
clearance and construction of infrastructure and remodeling of the scenic spots.
According to the terms of the tender, by making the Yongzhou Initial Investment, land
use rights over certain pieces of land in a total area of 1,000 mu would be granted
to Yongzhou Tian Yu for its property development (the “Yongzhou Project”). A
cooperative agreement (the “Cooperative Agreement”) will be entered into between
the City Government of Yongzhou and Yongzhou Tian Yu within two months upon the
publication of the tender result for the allocation and acquisition of the land use rights
over the lands under the Yongzhou Project to Yongzhou Tian Yu.
*
for identification purposes only
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The Company submitted the tender on 1 April 2011 and on 7 April 2011, an agreement
with intent to cooperate was entered into between 廣州譽浚諮詢服務有限公司
(Guangzhou Yu Jun Consulting Service Company Limited*) (“Yu Jun”), an indirectly
wholly owned subsidiary of the Company, and a third party pursuant to which the equity
interest in Yongzhou Tian Yu will be held as to 70% by Yu Jun and the remaining 30%
by the third party (the “Joint Venture”) and the Joint Venture will be set up to codevelop the Yongzhou Project upon the time when the tender has become successful. At
the date of this announcement, the Joint Venture is being formed and in the meantime,
the deposit of RMB100 million is funded entirely by Yu Jun on behalf of the Yongzhou
Tian Yu and the joint venture partner will reimburse Yu Jun with RMB30 million, being
its share of the financing of the deposit, when the Joint Venture is formed.
The Yongzhou Initial Investment would cover the development of: (1) the scenic district
extended from the east of Nanjin Nan Road, south to Yangjiao Shan Road, west to
Zhongshan Road, north to Zhisui Road with an area of approximately 1 sq kilometer
(the “Scenic Spot”), (2) the commercial district located at east of Nanjin Zhong Road,
north from Huanggu Shan Dong Road, south to Yanjiang Da Road in Lingling District
Yongzhou Province, the People’s Republic of China. The redevelopment of the Scenic
Spot renders a right to Yongzhou Tian Yu to operate the area for tourists’ sightseeing
and entertainment activities for 50 years. In respect of the land allocated by the City
Government of Yongzhou to Yongzhou Tian Yu under the Yongzhou Project, it would
cover a total area of 1,000 mu consisting of (i) 395 mu in the Scenic Spot; (ii) 405 mu
in the commercial district; (iii) 100 mu for a 5 star hotel development; and (iv) 100 mu
on land to be vacated. Other than the land specially assigned for hotel development, the
remaining land is planned for the development of residential and commercial properties
by Yongzhou Tian Yu.
The obtaining of the land use rights over the lands to Yongzhou Tian Yu under the
Yongzhou Project by way of the making of the Yongzhou Initial Investment is expected
to constitute a very substantial acquisition for the Company pursuant to Chapter 14 of
the Listing Rules. As referred to above, the obtaining of such land use rights is subject
to the entering into of the Cooperative Agreement which will be entered into with
the City Government of Yongzhou within two months from the date of publication
of the tender results. The Company will comply with the Listing Rules and issue an
announcement pursuant to Rule 14.33B of the Listing Rules when the Cooperative
Agreement is entered into.
Investors and shareholders are advised to exercise caution when dealing in the
shares of the Company.
By Order of the Board
Skyfame Realty (Holdings) Limited
Yu Pan
Chairman
Hong Kong, 11 May 2011
2
As at the date of this announcement, the Board comprises three executive directors,
namely Mr. Yu Pan (Chairman), Mr. Lau Yat Tung, Derrick (Deputy Chairman) and Mr.
Wong Lok; and three independent non-executive directors, namely Mr. Choy Shu Kwan,
Mr. Cheng Wing Keung, Raymond and Ms. Chung Lai Fong.
3