Liu Xue Bin and Kou Chung Yin Mariana entered into Sale and Purchase Agreement to acquire 75% stake in Cteh Inc. (SEHK:1620) from Annie Shuk Fong Tsu, Kwok Chun Dennis Chu, Rita Pik Fong Tsang and other shareholders for approximately HKD 210 million on June 5, 2021. Liu Xue Bin and Kou Chung Yin Mariana agreed to acquire 900 million Shares at HKD 0.2278 per Sale Share. The Consideration shall be paid by the Purchaser in the following manner: the Earnest Money shall be payable to the Vendors in proportion to their sale of shareholding interest by way of remittance to the First Vendor (for itself and on behalf of the Second Vendor and the Third Vendor) and applied as payment of part of the Consideration within two (2) Business Days after the signing of the Sale and Purchase Agreement; upon satisfying the Closing Conditions and against compliance by each of the Vendors with its obligation stated in this paragraph, on Completion Date, a further amount of HKD 200 million as the remaining portion of the Consideration. Where the cash and cash equivalents of the Company as stated in the completion accounts review report is less than HKD 15 million, the Consideration shall be adjusted downward. In a related transaction, Liu Xue Bin and Kou Chung Yin Mariana made an offer to acquire remaining 25% stake in Cteh Inc. for HKD 68.3 million. The Offeror intends to nominate new Directors for appointment to the Board with effect from the earliest time permitted under the Takeovers Code, the Listing Rules or other applicable regulations. Completion of the Sale and Purchase Agreement is subject to the following conditions being fulfilled and (where applicable) remaining satisfied or waived by the Offeror; the Stock Exchange (where necessary) and the Executive confirming in writing that they have no further comment on this joint announcement and the publication of this joint announcement on the Stock Exchange’s website; no notification or indication being received on or before the Completion Date from the Executive or the Stock Exchange to the effect that the listing and/or trading of the Shares on the main board of the Stock Exchange will or may be withdrawn or suspended; the biennial statement having been filed with the New York State, Department of State. No consent from any third parties is required to be obtained pursuant to the Sale and Purchase Agreement. Completion shall take place on the third Business Day after all conditions to Completion as set out in the Sale and Purchase Agreement have been fulfilled or (where applicable) waived in full. If the conditions to the agreement are not fulfilled or waived on or before the Long Stop Date of July 9, 2021, the Sale and Purchase Agreement shall lapse. Lego Corporate Finance Limited acted as financial advisor to Cteh Inc. CCB International Capital Limited acted as financial advisor to Liu Xue Bin and Kou Chung Yin Mariana. Liu Xue Bin and Kou Chung Yin Mariana completed the acquisition of 75% stake in Cteh Inc. (SEHK:1620) from Annie Shuk Fong Tsu, Kwok Chun Dennis Chu, Rita Pik Fong Tsang and other shareholders on June 10, 2021.