AEON Stores Hong Kong : Announcements and notices (160 KB/PDF) Continuing connected transaction - Sublease agreements

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AEON STORES (HONG KONG) CO., LIMITED

永 旺（ 香 港 ）百 貨 有 限 公 司

(Incorporated in Hong Kong with limited liability)

(Stock Code: 984)

ANNOUNCEMENT

CONTINUING CONNECTED TRANSACTIONS SUBLEASE AGREEMENTS

The Board wishes to announce that on 15 August 2017, AEON GD (a subsidiary of the Company) and the Sublessees entered into the Sublease Agreements in respect of the sublease of the Sublease Premises.

As at the date of this announcement, each of the Sublessees is a connected person of the Company by virtue of it being a subsidiary of AEON Co, the controlling shareholder of the Company. Accordingly, the transactions contemplated under each Sublease Agreement constitute continuing connected transactions of the Company under the Listing Rules.

As the applicable percentage ratios as defined under Rule 14.07 of the Listing Rules in respect of the Aggregate Annual Caps for the Sublease Agreements will (on an aggregated basis) be 0.1% or more but less than 5%, the transactions thereunder are subject to annual review and the applicable disclosure requirements under Chapter 14A of the Listing Rules and are exempt from the shareholders' approval requirements under Chapter 14A of the Listing Rules.

1. BACKGROUND

   AEON GD (a subsidiary of the Company) and the Landlord entered into a tenancy agreement on 31 May 2017 in respect of the Premises for a term commencing from 1 August 2017 and ending on 31 July 2022, according to which AEON GD is entitled to sublease part of the Premises.

   The Board wishes to announce that on 15 August 2017, AEON GD and the Sublessees entered into the Sublease Agreements in respect of the sublease of the Sublease Premises.

2. THE SUBLEASE AGREEMENTS Sublease Agreement 1

   Date : 15 August 2017

   Parties : AEON GD as sublessor and Sublessee 1 as sublessee

   Sublease Premises 1 : Unit 501, 5th Floor, Fortune Plaza West Tower, No. 118

   Tiyu East Road, Tian He District, Guangzhou City, Guangdong Province, PRC

   Gross Floor Area : 647.5 square metres

   Use : Office

   Term : Initial term: 36 months commencing from 1 August 2017 and expiring on 31 July 2020 (both days inclusive).

   Extended term: Sublessee 1 may, subject to compliance with the Listing Rules, extend the term of Sublease Agreement 1 for a further period of 24 months until 31 July 2022 by providing 6 months' written notice to AEON GD.

   Rent : Set out below are the monthly rents (inclusive of tax but exclusive of management fees, utilities charges and other charges in relation to the use of Sublease Premises 1) payable by Sublessee 1 to AEON GD during the term of Sublease Agreement 1.

   Date

   Amount of monthly rent

   (RMB)

   Initial term

   1/8/2017 to 31/7/2019 77,700.0

   1/8/2019 to 31/7/2020 80,937.5

   Extended term

   1/8/2020 to 31/7/2021 84,175.0

   1/8/2021 to 31/7/2022 87,412.5

   Save that the rent for the first month is payable within 7 days upon signing of Sublease Agreement 1, the rents are payable in advance before the fifth day of each month.

   Management fee,

   utilities charges and other fees

   : Monthly management fee at a fixed rate of RMB30 per square metre, amounting to a sum of RMB19,425.0 per month is payable by Sublessee 1 to AEON GD during the term of Sublease Agreement 1.

   Utilities charges (including without limitation water charges and electricity charges) and other fees in relation to the use of Sublease Premises 1 shall be borne by Sublessee 1 on actual consumption basis.

   AEON GD will pay such monthly management fees, utilities charges and other fees on behalf of Sublessee 1 to the Property Management Company.

   Save that the management fee for the first month is payable within 7 days upon signing of Sublease Agreement 1, the management fees are payable in advance before the fifth day of each month.

   Initial payment and deposit

   : A total amount of RMB398,212.5 shall be payable by Sublessee 1 to AEON GD within 7 days upon signing of Sublease Agreement 1, comprising:

3. RMB77,700.0, being the rent for the first month;

4. RMB19,425.0, being the property management fees for the first month;

5. RMB233,100.0, being deposit in respect of the rent;

6. RMB58,275.0, being deposit in respect of the property management fees; and

7. RMB9,712.5, being deposit in respect of utilities charges.

The amounts under items (iii) to (v) shall be refunded to Sublessee 1 upon expiry or termination of Sublease Agreement 1, provided that there are no outstanding amounts due from Sublessee 1 under Sublease Agreement 1.

Sublease Agreement 2

Date : 15 August 2017

Parties : AEON GD as sublessor and Sublessee 2 as sublessee

Sublease Premises 2 : Units 502 and 503, 5th Floor, Fortune Plaza West Tower,

No. 118 Tiyu East Road, Tian He District, Guangzhou City, Guangdong Province, PRC

Gross Floor Area : 578.8 square metres

Use : Office

Term : Initial term: 36 months commencing from 1 August 2017 and expiring on 31 July 2020 (both days inclusive).

Extended term: Sublessee 2 may, subject to compliance with the Listing Rules, extend the term of Sublease Agreement 2 for a further period of 24 months until 31 July 2022 by providing 6 months' written notice to AEON GD.

Rent : Set out below are the monthly rents (inclusive of tax but exclusive of management fees, utilities charges and other charges in relation to the use of Sublease Premises 2) payable by Sublessee 2 to AEON GD during the term of Sublease Agreement 2.

Date

Amount of monthly rent

(RMB)

Initial term

1/8/2017 to 31/7/2019 69,456.0

1/8/2019 to 31/7/2020 72,350.0

Extended term

1/8/2020 to 31/7/2021 75,244.0

1/8/2021 to 31/7/2022 78,138.0

Save that the rent for the first month is payable within 7 days upon signing of Sublease Agreement 2, the rents are payable in advance before the fifth day of each month.

Management fee,

utilities charges and other fees

: Monthly management fee at a fixed rate of RMB30 per square metre, amounting to a sum of RMB17,364.0 per month is payable by Sublessee 2 to AEON GD during the term of Sublease Agreement 2.

Utilities charges (including without limitation water charges and electricity charges) and other fees in relation to the use of Sublease Premises 2 shall be borne by Sublessee 2 on actual consumption basis.