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Future Bright Holdings Limited

佳 景 集 團 有 限 公 司*

(Incorporated in Bermuda with limited liability)

(Stock Code: 703)

ANNOUNCEMENT PURSUANT TO RULE 13.18 OF

THE LISTING RULES

This announcement is made by the Company pursuant to Rule 13.18 of the Listing Rules.

On 30 April 2021, the Lender granted a mortgage loan to the Borrower, a wholly-owned subsidiary of the Company, who has accepted the same. The mortgage loan, with 3 tranches in an aggregate amount of MOP284.0 million (equivalent to approximately HK$275.7 million), of which 2 tranches amounted MOP264.0 million (equivalent to approximately HK$256.3 million) is repayable within 7 years from the date of the Facility Letter and the remaining 1 tranche amounted MOP20.0 million (equivalent to approximately HK$19.4 million is repayable on demand, and is made available by the Lender on the terms and conditions therein. The Facility Letter imposes a specific performance obligation on the Controlling Shareholder and his associates.

This announcement is made by Future Bright Holdings Limited ("Company") pursuant to Rule 13.18 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited ("Listing Rules").

The board of directors of the Company announces that on 30 April 2021, Industrial and Commercial Bank of China (Macau) Limited ("Lender") granted a mortgage loan to Empresa Hou Wan Grupo Limitada ("Borrower"), a wholly-owned subsidiary of the Company, who has accepted the same. The mortgage loan, with 3 tranches in an aggregate amount of MOP284.0 million (equivalent to approximately HK$275.7 million), of which 2 tranches amounted MOP264.0 million (equivalent to approximately HK$256.3 million) is repayable within 7 years from the date of the facility letter ("Facility Letter") and the remaining 1 tranche amounted MOP20.0 million (equivalent to approximately HK$19.4 million is repayable on demand, and is made available by the Lender on the terms and conditions therein.

  • For identification purpose only

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Pursuant to the Facility Letter, Mr. Chan Chak Mo, being the controlling shareholder of the Company ("Controlling Shareholder"), and his associates must together hold not less than 40% of the issued share capital of the Company during the term of the loan. Failure to comply with the aforesaid covenant by the Controlling Shareholder and his associates will constitute an event of default under the Facility Letter, and the Lender shall have the right to cancel the mortgage loan and/or declare all or part of outstanding amounts under the mortgage loan, together with accrued interest and all other sums payable, to be immediately due and payable.

As previously announced in the Company's 2020 annual report, the total outstanding loans of the Company and its subsidiaries, with similar specific performance covenant on the Controlling Shareholder and his associates were some HK$364.5 million under various loan documents as at 31 December 2020. If the aforesaid covenant is breached, it would also constitute a breach under other loan documents containing a similar specific performance covenant on the Controlling Shareholders and his associates whereby the relevant lending bank will have a right to declare all the relevant loans (together with any sum and accrued interest payable) to become immediately due and payable.

As of the date of this announcement, the Controlling Shareholder and his associates together hold approximately 41.31% of the existing issued share capital of the Company. The Company will continue to comply with its disclosure and reporting obligations under the Listing Rules for so long as circumstances giving rise to such obligation continue to exist.

By order of the Board of

Future Bright Holdings Limited

Chan See Kit, Johnny

Chairman

Hong Kong, 30 April 2021

As at the date hereof, the members of the board of directors of the Company comprise (i) Mr. Chan Chak Mo, the Managing Director, (ii) Mr. Chan See Kit, Johnny, the Chairman, (iii) Ms. Leong In Ian, the executive Director and (iv) Mr. Cheung Hon Kit, Mr. Yu Kam Yuen, Lincoln and Mr. Chan Pak Cheong Afonso, the independent non-executive Directors.

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Future Bright Holdings Limited published this content on 30 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 April 2021 09:51:05 UTC.