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Swire Pacific Limited
(the "Company")

The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

SWIRE PACIFIC LIMITED
(Incorporated in Hong Kong with limited liability)

Connected Transaction: Sale of 100% in Swire Beverages (Dongguan) Limited

Swire Beverages (Dongguan) Limited ("SBDG") operates a dedicated Non-Carbonated Beverage ("NCB") production facility in Mainland China. It is 86.1% owned by Swire Coca-Cola HK Limited ("SCCHK") and 13.9% by Dongguan Huaxin Industry and Commerce Corporation ("Huaxin").

Swire Pacific Limited ("Swire Pacific") has agreed for SCCHK to sell its 86.1% interest in SBDG to Coca-Cola (China) Investment Limited ("CCCIL"), a wholly-owned subsidiary of Coca-Cola South Asia Holdings Inc. ("CCSAH"). The sale to CCCIL is contingent upon SCCHK first acquiring the minority 13.9% interest in SBDG held by Huaxin for a consideration of RMB38.5 million (HK$36.27 million). CCCIL has agreed to purchase the 100% in SBDG for an aggregate consideration of RMB193.5 million (HK$182.3 million), subject to adjustment in accordance with the net asset value of SBDG agreed by both parties.

This is a connected transaction under Rule 14.25(1) of the Listing Rules because of (a) CCSAH's 12.5% interest in Swire Beverages Limited, which is an indirect subsidiary of Swire Pacific and (b) Huaxin's 13.9% interest in SBDG. As the considerations represent less than 3% of the consolidated net assets of Swire Pacific as at 31st December 2001, no shareholders' approval is required. Particulars of this transaction will be included in the next published annual report and accounts of Swire Pacific in accordance with Rule 14.25(1) of the Listing Rules.

AGREEMENT DATED 28TH AUGUST 2002

Parties:

Purchaser:Swire Coca-Cola HK Limited ("SCCHK"), a wholly-owned subsidiary of Swire Beverages Limited ("SBL"). SBL is owned as to 87.5% by Swire Beverages Holdings Limited, a wholly-owned subsidiary of Swire Pacific Limited ("Swire Pacific"), and 12.5% by Coca-Cola South Asia Holdings Inc. ("CCSAH"). CCSAH in turn is a wholly-owned subsidiary of The Coca-Cola Company.
Vendor:Dongguan Huaxin Industry and Commerce Corporation ("Huaxin"), which is a diversified company under the Dongguan Huangcun District Government responsible for the introduction of high and new technologies.

Interest acquired:

13.9% of the issued capital of Swire Beverages (Dongguan) Limited ("SBDG"), which operates a dedicated Non-Carbonated Beverage ("NCB") production facility in Mainland China. After this transaction, SBDG will become a wholly-owned subsidiary of SCCHK.

Consideration:

RMB38.5 million (HK$36.27 million), a price negotiated at arm's length on normal commercial terms and paid in cash upon Completion, from Swire Pacific's working capital.

The Directors of Swire Pacific, including the independent non-executive Directors, consider the consideration to be fair and reasonable.

Completion:

On obtaining all necessary approvals from relevant government and registration authorities in Mainland China. The Agreement will lapse if such approvals have not been obtained within 60 days from the date of signing the Agreement.

Reason for the Transaction:

The sale of 100% of SBDG to CCCIL (defined below) is contingent upon SCCHK first acquiring the minority 13.9% interest of SBDG from Huaxin, which will then be sold to CCCIL for the same price.

Connection between the parties:

Huaxin is a connected person of Swire Pacific as it has a 13.9% interest in SBDG, which is a subsidiary of Swire Pacific.

AGREEMENT concluded on 16th August 2002

Parties:

Purchaser:Coca-Cola (China) Investment Limited ("CCCIL"), a wholly-owned subsidiary of CCSAH.,. which in turn is a wholly-owned subsidiary of The Coca-Cola Company.
Vendor:SCCHK

Interest sold:

100% of the issued capital of SBDG. After this transaction, SBDG will become a wholly-owned subsidiary of CCCIL.

Consideration:

RMB193.5 million (HK$182.3 million) in aggregate, comprising RMB38.5 million (HK$36.27 million) for the 13.9% interest acquired from Huaxin and RMB155 million (HK$146 million) for SCCHK's 86.1% interest. The price of RMB155 million has been negotiated at arm's length on normal commercial terms and is subject to adjustment in accordance with the net asset value of SBDG as at Completion agreed by both parties. The consideration is payable in cash at Completion.

The proceeds from this transaction will be used by Swire Pacific as part of its working capital.

The Directors of Swire Pacific, including the independent non-executive Directors, consider that the consideration is fair and reasonable and that the transaction is in the best interests of the Company and its shareholders.

Completion:

Soon after Completion of the Huaxin transaction referred to above.

Reason for the transaction

Swire Pacific considers that the direct involvement of Coca-Cola in SBDG's NCB production will provide broader opportunities to develop this segment of the business in Mainland China, which in turn is expected to be of benefit to Swire Pacific's other bottling operations there.

Connection between the parties:

CCCIL is a wholly-owned subsidiary of CCSAH which is a connected person of Swire Pacific by virtue of its 12.5% interest in SBL, which is in turn a subsidiary of Swire Pacific.


Information for shareholders:
This transaction will be included in the 2002 annual report of Swire Pacific
in accordance with Rule 14.25(1)(A) to (D) of the Listing Rules.


By order of the Board

P.A. Moore
Secretary

Hong Kong, 28th August 2002


Source: Swire Pacific Limited
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