Unitech Enterprises Group Limited entered into a non-legally binding memorandum of understanding to acquire 62.89% stake in Ford Glory Group Holdings Limited (SEHK:1682) from Choi Lin Hung and Victory City International Holdings Limited (SEHK:539) on December 18, 2013. The consideration shall be finally determined in the formal agreement for the transaction. The transaction is subject to, among other things, the signing of the formal agreement.

As on March 14, 2014, a conditional sale and purchase agreement was signed. Unitech Enterprises will acquire 62.89% stake or 320 million shares in Ford Glory at HKD 0.808 per share. The transaction is subject to approval by the shareholders of Victory City, the group reorganization of Ford Glory, definitive agreement and completion of disposal by Ford Glory group of FG holdings. As per the announcement on May 7, 2014, the purchase price of the transaction was HKD 258.56 million out of which HKD 20 million is supposed to be deposited by the Unitech Enterprises to Ford Glory Group Holdings Limited (SEHK:1682) upon signing of the agreement and the rest HKD 238 million to be paid upon completion. The FGG Board proposed to change its name to Highlight China IoT International Limited. An independent board committee of Ford Glory Group Holdings comprising all independent non-executive Directors namely Lau Chi Kit, Mak Chi Yan, Wong Wai Kit, Louis and Yuen Kin Kei has been established for the deal. An independent board committee of Victory City International has also been created comprising of Kan Ka Hon, Phaisalakani Vichai and Kwok Sze Chi to advise the shareholders. In case the sellers default and terminate the transaction, the sellers will pay HKD 20 million as liquidation damages to the buyer and in case the buyer terminates the transaction, the vendors shall forfeit the deposit. Post transaction, Gao Zhiyin and Gao Zhiping will be appointed as the Directors of Ford Glory Limited.

As of July 10, 2014, the deal was approved by the shareholders of Victory City International Holdings and Ford Glory Group. SG Securities (HK) Limited acted as financial advisor to Ford Glory Group Holdings Limited. Halcyon Capital Limited acted as financial advisor to independent Board committee of Victory City International Holdings Limited. Felix Chan of Shenyin Wanguo Capital (H.K.) Limited acted as financial advisor for the Independent Board Committee of Ford Glory Group Holdings. Deloitte Touche Tohmatsu acted as accountant for Ford Glory and Tricor Secretaries Limited acted as registrar for Ford Glory and Victory City.

Gao Zhiyin and Gao Zhiping completed the acquisition of 62.89% stake in Ford Glory Group Holdings Limited (SEHK:1682) from Choi Lin Hung and Victory City International Holdings Limited (SEHK:539) on July 22, 2014. All conditions were fulfilled. Gao Zhiyin and Gao Zhiping are appointed as Executive Directors of Ford Glory.