Kiu Hung International Holdings Limited (SEHK:381) entered into a sale and purchase agreement to acquire additional 28% stake in USO Management & Holding Co Ltd from Lin Meiling for HKD 98 million on June 19, 2018. Under the terms, Kiu Hung International Holdings Limited will acquire 28 shares of USO Management & Holding and the consideration shall be paid by issue of 1.7 billion Kiu Hung International Holdings Limited shares and through issue of promissory note in the principal amount of HKD 30 million to Lin Meiling. Pursuant to the sale and purchase agreement, Kiu Hung International Holdings Limited will issue to the Lin Meiling the first promissory note in the principal amount of HKD 10 million as a refundable deposit on the date of signing of the sale and purchase agreement. The first promissory note shall be immediately and fully returned to the Kiu Hung International Holdings Limited for cancellation upon completion or the date or termination of the sale and purchase agreement in accordance with its terms, whichever is earlier. Upon completion, Kiu Hung International Holdings Limited will own 47% stake in USO Management & Holding Co Ltd. For the year ended December 31, 2017, USO Management & Holding Co Ltd reported net profit of HKD 12.19 million, total revenue of HKD 14.67 million, total assets of HKD 15.03 million and net assets of HKD 15.03 million. Post completion, the Board of USO Management & Holding shall comprise five Directors, two of them shall be appointed and removed at the request of Lin Meiling, two of them shall appointed and removed at the request of Kiu Hung International Holdings and the remaining one of them shall be appointed and removed at the request of Lussil AH YEK. The deal is subject to Kiu Hung International Holdings Limited being satisfied with the result of the due diligence review of USO Management & Holding, all necessary consents, licenses and approvals required to be obtained on the part of Kiu Hung International Holdings Limited, USO Management & Holding and Lin Meiling in respect of the sale and purchase agreement and the transactions contemplated thereby have been obtained and remain in full force and effect, Kiu Hung International Holdings Limited having obtained a legal opinion by appointing the firm of Samoa legal advisers in respect of the transactions and having obtained a valuation report from an independent professional valuer appointed by Kiu Hung International Holdings Limited with the valuation of the Plantation Business under discounted cash flow approach of not less than HKD 715 million, due execution of shareholders’ agreement and approval from the shareholders of Kiu Hung International Holdings Limited at the extraordinary general meeting to be held on January 16, 2019 and Stock Exchange of Hong Kong Limited granting the approval for the listing of consideration shares. The valuer issued the valuation report on December 31, 2018. As of December 31, 2018, the Board of Kiu Hung International Holdings Limited recommended the shareholders to approve the transaction. As of January 16, 2019, the shareholders of Kiu Hung International Holdings Limited approved the transaction. If any of the conditions have not been fulfilled or waived by the October 31, 2018, the transaction shall cease and determine and thereafter neither party to the transaction shall have any obligations and liabilities there under. As of December 18, 2018, the long stop date has been extended to on or before January 31, 2019. LCH (Asia-Pacific) Surveyors Limited acted as valuer in the transaction. Tricor Tengis Limited acted as registrar, Chanceton Capital Partners Limited acted as financial advisor, Leung Wai Law Firm acted as legal advisor and KTC Partners CPA Limited acted as accountant for Kiu Hung International Holdings Limited. Kiu Hung International Holdings Limited (SEHK:381) completed the acquisition of additional 28% stake in USO Management & Holding Co Ltd from Lin Meiling on January 23, 2019. All conditions were fulfilled. As of March 8, 2021, Green Luxuriant Group Investment Limited and Lanselota Polu entered into a shareholders memorandum to exercise all voting rights.