FAR EAST CONSORTIUM INTERNATIONAL LIMITED Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
遠東發展有限公司*
(Incorporated in the Cayman Islands with limited liability)
Website: http://www.fecil.com.hk
(Stock Code: 35)The Board of the Company is pleased to announce that on 16 November 2015, the Consortium, a joint venture between FEC Australia, a wholly owned subsidiary of the Company, Echo and CTF, entered into Development Agreements with the Queensland State for the delivery of the Project through its various related entities. This follows the Queensland State's selection of the Consortium as the preferred proponent on 20 July 2015.
The Consortium parties formed joint ventures through 2 newly established joint ventures vehicles ('JVCOs') for the purpose of developing, owning and operating the respective Integrated Resort Component and Residential Component of the Project and entered into Security Holders' Agreements on 16 November 2015 to regulate Consortium parties' relationship in the joint ventures.
* For identification purposes only
The Group's total capital commitment for the Project is expected to be about AU$225.75 million (equivalent to approximately HK$1,248.40 million). As the applicable percentage ratio exceeds 5% and all of the percentage ratios are less than 25%, the formation of the joint ventures and entering into Development Agreements, Shareholders' Agreements, Subscription Agreements, other Project Documents and ancillary documents constitutes a discloseable transaction for the Company and is therefore subject to the notification and announcement requirements under Chapter 14 of the Listing Rules.
In October 2014, the Group signed a consortium bid agreement with CTF and Echo to form the Consortium under the name of Destination Brisbane Consortium to jointly bid for the development of the Project (an entertainment precinct and integrated resort in Queen's Wharf, Brisbane, Australia) which comprises Integrated Resort Component and Residential Component.
On 21 July 2015, the Company announced that the Consortium was selected as the preferred proponent on 20 July 2015 by the Queensland State to undertake the Project.
On 16 November 2015, the Queensland State and the Consortium entered into Development Agreements together with some other Project Documents and ancillary documents for the development of the Project through its various related entities.
On 16 November 2015, the Group, CTF and Echo formed joint ventures through the newly incorporated JVCOs for the purpose of undertaking the Project and entered into Security Holders' Agreements and Subscription Agreements for the Integrated Resort Component and Residential Component.
FEC Queens Wharf Integrated Resort Limited, an indirect wholly-owned subsidiary of the Company;
CTFE Queens Wharf Integrated Resort Limited, an indirect wholly-owned subsidiary of CTF;
The Star Entertainment DBC Holdings Pty Ltd, an indirect wholly-owned subsidiary of Echo; and
Integrated Resort JVCo.
The issued and paid up capital of the Integrated Resort JVCo is owned in the proportion of 25% by the Group, 25% by CTF and 50% by Echo. The Group, CTF and Echo will provide equity contributions to the Integrated Resort JVCo on a pro rata basis in accordance with their respective interests to enable the Integrated Resort JVCo to complete the Integrated Resort Component. The balance of any funding required for the development of the Integrated Resort Component will be obtained from third party financiers by the Integrated Resort JVCo.
The Group and CTF each has 25% of the board representation in the Integrated Resort JVCo and Echo has the remaining 50% of the board representation.
The Star Entertainment DBC Holdings Pty Ltd, an indirect wholly-owned subsidiary of Echo;
CTFE Queens Wharf Integrated Resort Limited, an indirect wholly-owned subsidiary of CTF;
FEC Queens Wharf Integrated Resort Limited, an indirect wholly-owned subsidiary of the Company;
Echo (as guarantor for its subsidiary);
CTF (as guarantor for its subsidiary);
The Company (as guarantor for its subsidiary);
Integrated Resort JVCo; and
Integrated Resort Op Co.
By entering into the Integrated Resort Subscription Agreement, each Consortium party agreed to subscribe for securities in the Integrated Resort JVCo (which in turn agreed to subscribe for securities in the Integrated Resort Op Co) to provide it with equity funding for the development of the Integrated Resort Component; and the Company, Echo and CTF agreed to guarantee the obligations of their respective subsidiaries in respect of the Integrated Resort Subscription Agreement.
FEC Queens Wharf Residential Development Limited, an indirect wholly-owned subsidiary of the Company;
CTFE Queens Wharf Residential Development Limited, an indirect wholly-owned subsidiary of CTF; and
Residential JVCo.
The issued and paid up capital of the Residential JVCo is owned in the proportion of 50% by the Group and 50% by CTF. The Group and CTF will provide equity contributions to the Residential JVCo on a pro rata basis in accordance with their respective interests to enable the Residential JVCo to complete the Residential Component. The balance of any funding required for the Residential Component will be obtained from third party financiers by the Residential JVCo.
The Group and CTF each has 50% of the board representation in Residential JVCo.
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