Imagi Int’l Maintains 25.35% Stake in Hope Capital via HK$50.76 Million Rights Issue Participation

Bulletin Express
Apr 29

Imagi International Holdings Limited (Imagi Int’l) reported that its indirect non-wholly-owned subsidiary, China Resources Enterprise Ltd., subscribed for 180 rights shares of Hope Capital Limited (HCL) on 17 March 2025. The subscription, priced at HK$282,000 per share, amounted to HK$50.76 million and was fully settled in cash.

The transaction formed part of HCL’s rights issue, structured on the basis of one rights share for every two shares held. Following completion, the Imagi Int’l group retained its 25.35% interest in HCL, holding 540 shares out of the investee’s enlarged share capital. The investment continues to be classified as “equity instruments designated at fair value through other comprehensive income.”

HCL Financial Snapshot • Nine months ended 31 December 2024: loss after tax of HK$80.48 million • Year ended 31 March 2024: loss after tax of HK$280.82 million • Year ended 31 March 2023: profit after tax of HK$17.19 million • Consolidated net asset value at 31 December 2024: approximately HK$479 million

Strategic Rationale Imagi Int’l views the subscription as critical to avoiding dilution and strengthening its strategic alliance with HCL, whose subsidiary Hope Securities holds multiple SFC licences (Types 1, 2, 4, 5 and 9). The additional capital raised by HCL is expected to bolster its balance sheet and enhance its capacity to pursue new business opportunities, which could in turn benefit all shareholders.

Regulatory Position Because at least one applicable percentage ratio exceeded 5% but was below 25%, the Hong Kong Listing Rules classify the subscription as a discloseable transaction, mandating public announcement. Although Imagi Int’l initially considered the deal exempt as an exercise of pre-emptive rights, subsequent consultation with the Stock Exchange confirmed disclosure requirements and that no connected-transaction exemption applied due to HCL’s association with former substantial shareholder Oshidori International Holdings Limited.

Funding Source The HK$50.76 million consideration was financed entirely from Imagi Int’l’s internal resources.

Governance Measures Imagi Int’l has committed to enhanced compliance procedures, including seeking prior regulatory consultation and arranging additional Listing Rules training for directors within three months.

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