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.

A E O N S T O R E S ( H O N G K O N G ) C O . , L I M I T E D

永 旺 ( 香 港 ) 百 貨 有 限 公 司

(Incorporated in Hong Kong with limited liability)

(Stock Code: 984)

POSSIBLE DISCLOSEABLE TRANSACTION

IN RELATION TO

THE LEASE OF THE PREMISES FOR A NEW STORE

The Board is pleased to announce that on 14 May 2021, the Company, as tenant, signed the Lease in respect of the tenancy of the Premises for a term of six years commencing from the Tentative Commencement Date for operating its new retail businesses therein.

The Lease is still subject to the execution by the Landlord. Upon execution by the Landlord, the Lease shall become legally binding on the Landlord and the Company.

Pursuant to HKFRS 16, following the conclusion of the Lease, the Company shall recognise the Premises as a right-of-use asset. Therefore, the transaction contemplated under the Lease will be regarded as an acquisition of asset by the Company under the Listing Rules. The value of right -of-use asset to be recognised by the Group under the Lease amounted to approximately HK$76.8 million.

As the highest applicable percentage ratio as defined under the Listing Rules in respect of the transaction contemplated under the Lease based on the value of the right-of-use asset to be recognised by the Group pursuant to HKFRS 16 is more than 5% and below 25%, the Lease when entered into constitutes a discloseable transaction for the Company and is subject to the notification and announcement requirements but exempt from shareholders' approval requirement under Chapter 14 of the Listing Rules.

INTRODUCTION

The Board is pleased to announce that on 14 May 2021, the Company, as tenant, signed the Lease in respect of the tenancy of the Premises for a term of six years commencing from the Tentative Commencement Date for operating its new retail businesses therein.

- 1 / 5 -

The Lease is still subject to the execution by the Landlord. Upon execution by the Landlord, the Lease shall become legally binding on the Landlord and the Company.

The Lease

The principal terms of the Lease are as follow:

Date:

Signed by the Company on 14 May 2021

Parties:

the Company, as tenant; and

the Agent, agent of the Landlord, as landlord

Premises:

Shop B, Ground Floor and whole of First Floor, Gala Place, 56

Dundas Street, Mong Kok, Kowloon, Hong Kong.

Term:

Fixed term of six years from the Tentative Commencement Date.

Usage:

Restricted for the purpose of the Tenant's operation of a retail store

under the trade name of "AEON Style" only.

Total

The total basic rent payable under the Lease during the term is

consideration

approximately HK$85.5 million, which is subject to the turnover rent

payable:

which may be imposed pursuant to the terms and conditions of the

Lease and is exclusive of government rates, management fee, air-

conditioning charges, other charges and outgoings. The rent has been

determined after arm's length negotiations between the Company and

the Landlord, after taking into consideration the prevailing market

price for comparable premises in the vicinity of the Premises.

The consideration will be satisfied by internal resources of the Group.

Payment

The monthly basic rent shall be payable monthly in advance on the

term:

first day of each calendar month. The turnover rent (if payable

pursuant to the terms and conditions of the Lease) shall be payable in

arrears on the 15th day of the following month.

Rent Free

Three months from the commencement of the Term subject to no

Period:

breach by the Company of any terms and conditions of the Lease

during the Term.

Deposit:

Approximately HK$5 million which has been paid by the Company

upon signing of the Lease.

INFORMATION OF THE PARTIES

The Group is principally engaged in the operation of general merchandise stores in Hong Kong and the PRC.

- 2 / 5 -

The Landlord and the Agent are principally engaged in property leasing and property agency activities, respectively.

To the best of the Directors' knowledge, information and belief ha ving made all reasonable enquiries, the Agent, the Landlord and their respective ultimate beneficial owner(s) are Independent Third Parties independent of the Company and its connected persons.

REASONS FOR AND BENEFITS OF THE LEASE

The principal business of the Group is the operation of retail businesses through chain stores under the trade names of "AEON STYLE", "AEON" and "AEON SUPERMARKET" in Hong Kong and the PRC. Due to the nature of its retail businesses, the Group has to enter into tenancy agreements for the leasing of retail stores from time to time. Each of the retail stores, especially sizable stores like the Premises, contributes to and maintains the Group's scale of operation which in turn benefits the Group in lowering the overall operation costs, in enhancing the Group's negotiations with its business partners and in expending its store network and market shares.

The terms of the Lease, including the rental charge, were determined after arm's length negotiations between the Parties and with reference to the open market rent of comparable properties and the rental payment made for other retail stores operated by the Group. The entering into of the Lease is necessary for the operation of the retail business in the ordinary and usual course of business of the Group. Therefore, the Board considers that the terms of the Lease are on normal commercial terms and are fair and reasonable and the entering into of the Lease is in the interests of the Company and the Shareholders as a whole.

IMPLICATIONS UNDER THE LISTING RULES

Pursuant to HKFRS 16, following conclusion of the Lease, the Company shall recognise the Premises as a right-of-use asset. Therefore, the transaction contemplated under the Lease will be regarded as an acquisition of asset by the Group under the Listing Ru les. The value of right-of-use asset to be recognised by the Group under the Lease amounted to approximately HK$76.8 million.

As the highest applicable percentage ratio as defined under the Listing Rules in respect of the transaction contemplated under the Lease based on the value of the right-of-use asset to be recognised by the Group pursuant to HKFRS 16 is more than 5% and below 25%, the Lease when entered into constitutes a discloseable transaction for the Company and is subject to the notification and announcement requirements but exempt from shareholders' approval requirement under Chapter 14 of the Listing Rules .

- 3 / 5 -

Since the Lease is still subject to the execution by the Landlord and there may also be a time gap before the receipt of the Lease duly signed by the Landlord, the Company will publish an announcement to update on matters regarding the Lease as and when appropriate.

DEFINITIONS

In this announcement, the following expressions have the following meanings unless the context requires otherwise.

"Agent"

Hang

Lung

Real

Estate

Agency

Limited

(恒隆地產代理有限公司), a company incorporated in Hong

Kong with limited liability, being the agent of the Landlord,

is a wholly owned subsidiary of Hang Lung Properties

Limited, the issued shares of which are listed on the Hong

Kong Stock Exchange (Stock code 101) and a non-wholly

owned subsidiary of Hang Lung Group Limited, the issued

shares of which are listed on the Hong Kong Stock Exchange

(Stock code 10) and the Agent and its ultimate beneficial

owner(s) are Independent Third Parties .

"Board"

board of Directors

"Company"

AEON Stores (Hong Kong) Co., Limited (EON Stores (Ho a

company incorporated in Hong Kong with limited liability

and the issued shares of which are listed on the Stock

Exchange (stock code: 984)

"connected person(s)"

has the meaning ascribed to it under the Listing Rules

"Director(s)"

the directors of the Company

"Group"

the Company and its subsidiaries

"HK$"

Hong Kong dollars, the lawful currency of Hong Kong

"HKFRS"

Hong Kong Financial Reporting Standards issued by the

Hong Kong Institute of Certified Public Accountants

"Hong Kong"

the Hong Kong Special Administrative Region of the PRC

"Independent Third

any person or company and their respective ultimate

Parties"

beneficial owner, to the best of the Directors' knowledge,

information and belief having made all reasonable enquiries,

is/are not connected persons of the Group and is third party

independent of the Group and its connected persons in

accordance with the Listing Rules

"Landlord"

Hang Lung Gala Place Limited (恒隆家樂坊有限公司), a

company incorporated in Hong Kong with limited liability,

being the landlord of the Premises, which is an indirect wholly owned subsidiary of Hang Lung Properties Limited, the issued shares of which are listed on the Hong Kong Stock Exchange (Stock code 101) and a non-wholly owned subsidiary of Hang Lung Group Limited, the issued shares of

- 4 / 5 -

which are listed on the Hong Kong Stock Exchange (Stock

code 10) and the Landlord and its ultimate beneficial

owner(s) are Independent Third Parties .

"Listing Rules"

the Rules Governing the Listing of Securities on The Stock

Exchange of Hong Kong Limited

"PRC"

the People's Republic of China, which for the purpose of this

announcement, excludes Hong Kong, the Macau Special

Administrative Region of the PRC and Taiwan

"Premises"

Shop B, Ground Floor and whole of First Floor, Gala Place,

56 Dundas Street, Mong Kok, Kowloon, Hong Kong.

"Shareholder(s)"

holders of the shares in the Company from time to time

"Stock Exchange"

The Stock Exchange of Hong Kong Limited

"Lease"

The Lease signed by the Company on 14 May 2021 in

relation to the leasing of the Premises and subject to

execution by the Agent, as agent of the Landlord.

"Tentative

The commencement date of the Lease is tentatively

Commencement Date"

scheduled on 17 May 2021, subject to the Landlord's right of

postponement.

"%"

per cent.

By Order of the Board

AEON Stores (Hong Kong) Co., Limited

Yuki HABU

Chairman

Hong Kong, 14 May 2021

As at the date of this announcement, the Executive Directors are Mr. Isei Nakagawa, Mr. Chak Kam Yuen, Mr. Takenori Nagashima and Mr. Shinya Hisanaga; the Non -executive Directors are Ms. Yuki Habu, Mr. Akinori Yamashita and Mr. Isao Sugawara; and the Independent Non-executive Directors are Ms. Chan Yi Jen Candi Anna, Ms. Lo Miu Sheung, Betty, Mr. Chow Chi Tong and Mr. Hideto Mizuno.

- 5 / 5 -

Attachments

  • Original document
  • Permalink

Disclaimer

AEON Stores (Hong Kong) Co. Limited published this content on 14 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 May 2021 15:34:17 UTC.