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.

IBI Group Holdings Limited

(incorporated in the Cayman Islands with limited liability)

(Stock code: 1547)

DISCLOSEABLE TRANSACTION

ACQUISITION OF LISTED SECURITIES

IN HSBC HOLDINGS PLC

THE ACQUISITION

The Board wishes to announce that on 22 September 2020, the Company, through its wholly-owned subsidiary, acquired on the open market a total of 17,600 shares of HSBC Holdings Plc (''HSBC'') at an aggregate consideration of approximately HKD502,000 (exclusive of transaction costs) at an average price of approximately HK$28.55 per HSBC Share.

As the Acquisition were made through the open market, the Company is not aware of the identities of the sellers of the HSBC Shares. To the best knowledge, information and belief of the Directors having made all reasonable enquiries, the sellers of HSBC Shares and their respective ultimate beneficial owners are Independent Third Parties.

THE LISTING RULES IMPLICATIONS

Each of the acquisitions of the HSBC Shares by the Group, on a standalone basis, does not constitute a discloseable transaction for the Company under Chapter 14 of the Listing Rules.

One or more than one of the applicable percentage ratios for the Acquisition, when aggregated as a whole, is more than 5% and below 25%. As such, the Acquisition, when aggregated as a whole, constitute a discloseable transaction of the Company, and are therefore subject to the notification and announcement requirements but exempt from the Shareholders' approval requirement pursuant to Chapter 14 of the Listing Rules.

- 1 -

THE ACQUISITION

The Board wishes to announce that during the period from 26 March 2020 to 22 September 2020 (both dates inclusive), the Company, through its wholly-owned subsidiaries, acquired on the open market a total of 258,400 HSBC Shares at an aggregate consideration of approximately HK$10,547,000 (exclusive of transaction costs) with average price of approximately HK$40.82 per HSBC Share.

As the Acquisition were made through the open market, the Company is not aware of the identities of the sellers of the HSBC Shares. To the best knowledge, information and belief of the Directors having made all reasonable enquiries, the sellers of HSBC Shares and their respective ultimate beneficial owners are Independent Third Parties.

Assets acquired

Prior to the Acquisition, the Company did not hold any HSBC Shares. Upon settlement of the Acquisition, the Group will hold an aggregate of 258,400 HSBC Shares, representing approximately 0.0004291% of the total issued share capital of HSBC.

REASONS FOR AND BENEFITS OF THE ACQUISITION

The principal activities of the Group are as a building contractor focusing on providing renovation services for property projects in the private sector in Hong Kong and Macau.

Having considered the available cash of the Company and, the level of retained earnings within the Group, the Company is looking for investments in high quality blue chip companies that provide a solid and regular dividend yield in order to boost the Group's income stream. HSBC is a high quality blue chip banking organisation with a long history of paying dividends to its shareholders and, has clearly shown its ability to survive periods of challenging economic times.

The current share price of HSBC is historically low as a result of the current COVID-19 pandemic which provides the Group with a buying opportunity. In addition to the regular income that may be achieved from the receipt of dividends declared by HSBC, the Group expects to benefit from capital gains once the share price of the HSBC Shares recovers. The Company considers that the Acquisition are prudent and conservative, and will enhance the returns on investment for the Company and ultimately benefit the Shareholders as a whole.

As the Acquisition were made at market price, the Directors are of the view that the Acquisition were fair and reasonable, on normal commercial terms and in the interests of the Company and the Shareholders as a whole.

- 2 -

INFORMATION ON HSBC

HSBC is a company incorporated in England and listed on the Main Board of the Stock Exchange (stock code: 5). The principal business of HSBC is the provision of comprehensive range of banking and related financial services through an international network in the Asia Pacific region, Europe, the Americas, the Middle East and Africa.

The following audited financial information is extracted from the annual report of HSBC for the year ended 31 December 2019:

Year Ended 31 December

2019

2018

USD' million

USD' million

Revenue

56,098

53,780

Profit before tax

13,347

19,890

Profit after tax

7,383

13,727

Net assets

192,668

194,249

LISTING RULES IMPLICATIONS

Since 26 March 2020 and prior to the date of this announcement, the Company, through its wholly-owned subsidiaries has acquired 240,800 HSBC Shares on the open market through the Stock Exchange for an aggregate consideration of approximately HK$10,045,000.

Each of the acquisition of the HSBC Shares by the Group, on a standalone basis, does not constitute a discloseable transaction for the Company under Chapter 14 of the Listing Rules.

As certain applicable percentage ratios (as defined under the Listing Rules) in respect of the Acquisition, when aggregated with the previous transactions which were conducted in the past 12 month, exceed 5% but are less than 25%, the Acquisition constitute a discloseable transaction of the Company under Chapter 14 of the Listing Rules, and are therefore subject to the reporting and announcement requirements of the Listing Rules, but exempt from the Shareholders' approval requirement under Chapter 14 of the Listing Rules.

DEFINITIONS

In this announcement, unless the context requires otherwise, the following terms shall have the same following meanings as set out below:

''Acquisition''

the acquisition by the Group through a series of transactions

on the open market through the Stock Exchange of an

aggregate of 258,400 HSBC Shares conducted on during the

period from 26 March 2020 to 22 September 2020 at an

aggregate consideration of approximately HK$10,547,000

(exclusive of transaction costs)

''Board''

the board of Directors of the Company

- 3 -

''Company''

IBI Group Holdings Limited, a company incorporated in the

Cayman Islands with limited liability, the shares of which

are listed on the Main Board of the Stock Exchange

''Director(s)''

the director(s) of the Company

''discloseable transaction''

as defined in the Listing Rules

''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

''HSBC''

HSBC Holdings Plc, a company incorporated in England

whose shares are listed on the main board of the Stock

Exchange (stock code: 5)

''HSBC Shares''

''Independent Third Parties''

''Listing Rules''

''percentage ratios'' ''Shareholder(s)'' ''Stock Exchange'' ''%''

Hong Kong, 22 September 2020

ordinary shares of HSBC of US$0.5 each in the share capital of HSBC

third parties independent of the Company and its connected persons

The Rules Governing the Listing of Securities on the Stock Exchange

as defined in Rule 14.07 of the Listing Rules

shareholder(s) of the Company

The Stock Exchange of Hong Kong Limited

per cent

By Order of the Board

IBI Group Holdings Limited

Neil David Howard

Chairman

As at the date of this announcement, the executive Directors are Mr. Neil David Howard and Mr. Steven Paul Smithers; and the independent non-executive Directors are Mr. Richard Gareth Williams, Mr. Robert Peter Andrews and Mr. David John Kennedy.

- 4 -

This is an excerpt of the original content. To continue reading it, access the original document here.

Attachments

  • Original document
  • Permalink

Disclaimer

Ibi Group Holdings Ltd. published this content on 22 September 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 September 2020 13:49:03 UTC