Apollo Future Mobility Group (Apollo FMG) has entered into a Sale and Purchase Agreement to acquire 100% of Golden Jumbo Limited (the “Target Company”) for HK$120.00 million in cash. The transaction, signed on 30 June 2026 after market close, is classified as a discloseable transaction under Hong Kong Listing Rules, with applicable percentage ratios exceeding 5% but below 25%.
Key Transaction Terms • Seller: Joint Billion Investment, owned 60.0% by Mr. Nelson Woo, 27.2% by Mr. Alan Ngan and 12.8% by Mr. Justin Liu, all Independent Third Parties. • Assets: 100% of Golden Jumbo’s issued share capital, free of encumbrances. • Consideration: HK$120.00 million, payable in full at completion. • Long Stop Date: 25 September 2026; completion occurs three business days after all conditions are fulfilled or waived.
Pre-Completion Reorganisation Before closing, the Target Group must: 1. Novate nine Gunther Werks purchase contracts and nine related sales contracts from SPS Global (SPS HK) to Prestige Motors (HK Co), a wholly owned subsidiary of Golden Jumbo. 2. Execute a new three-year authorised dealer and service agreement with U.S.–based Gunther Werks, securing exclusive rights for Hong Kong and Macau and non-exclusive rights across select Asian markets. 3. Terminate the existing 2020 dealership agreement between Gunther Werks and SPS HK. 4. Sign three-year employment agreements with key SPS HK personnel.
Financial Snapshot of the Car Dealership Business (Unaudited, HKFRS) • Revenue: HK$13.38 million (2024); HK$21.32 million (2025). • Net Loss After Tax: HK$0.24 million (2024); HK$1.26 million (2025). • Net Asset Value as at 30 April 2026: Nil.
Valuation Overview Independent valuer BonVision International Appraisals applied a market-based approach using a forward price-to-sales (P/S) multiple. Key metrics: • Forward sales (May 2026–April 2027): HK$91.34 million. • Median forward P/S of selected global automotive service peers: 1.137x. • Control premium: +38.40%; marketability discount: –15.66%. • Resulting equity value: HK$121.00 million, broadly matching the agreed consideration.
Strategic Rationale Apollo FMG expects the acquisition to: • Establish an immediate presence in luxury vehicle retail and after-sales services via the exclusive Gunther Werks dealership in Hong Kong. • Extend the Group’s mobility platform downstream, offering direct customer interface and market insight to complement its existing hypercar and mobility technology operations. • Provide a foundation for future brand development and collaborations within the high-performance vehicle segment.
Regulatory Status and Next Steps Completion remains subject to the satisfaction or waiver of conditions including successful reorganisation, due diligence clearance, and requisite regulatory consents. Until fulfilment by the 25 September 2026 long stop date, there is no certainty the deal will proceed. The Target Company will be consolidated into Apollo FMG’s financial statements post-completion.