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.

TCL MULTIMEDIA TECHNOLOGY HOLDINGS LIMITED TCL 多媒體科技控股有限公司 (the "Company")

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 01070)

  1. VOLUNTARY DISCLOSURE - SETTING UP OF THE JIANGXI JOINT VENTURE WITH JIANGXI BROADCASTING AND
  2. CONNECTED TRANSACTION - HUIHAITONG SHAREHOLDERS' AGREEMENT INTRODUCTION

    To keep the potential investors and Shareholders informed of the latest development of the Group, the Board is pleased to voluntarily announce that Huihaitong has entered into the Jiangxi Shareholders' Agreement with Jiangxi Broadcasting on 29 December 2016 in respect of the establishment of the Jiangxi Joint Venture.

    Huihaitong is a special investment vehicle jointly held by Shenzhen Huizhi, Huizhou Kuyu and Nanchang Changyu as to 60%, 10% and 30% equity interest, respectively, which was established solely for the purpose of negotiating with Jiangxi Broadcasting in respect of the establishment of the Jiangxi Joint Venture. Pursuant to the Huihaitong Shareholders' Agreement entered into by Shenzhen Huizhi, Huizhou Kuyu and Nanchang Changyu on 23 March 2016, the parties agreed to, among others, invest in Huihaitong with a total capital of RMB15 million in the proportion of 60%, 10% and 30%, respectively.

    LISTING RULES IMPLICATIONS

    To the best of the directors' knowledge, information and belief, having made all reasonable enquiries, Nanchang Changyu and its ultimate beneficial owner are third parties independent from the Company and its connected persons.

    TCL Corporation, the ultimate controlling Shareholder of the Company, currently holds approximately 52.14% of the issued share capital of the Company and is a connected person of the Company under the Listing Rules. As Huizhou Kuyu is an associate of TCL Corporation, it is a TCL Associate and therefore is a connected person of the Company. Accordingly, the transaction contemplated under the Huihaitong Shareholders' Agreement constitutes connected transaction of the Company under Chapter 14A of the Listing Rules.

    As one or more of the applicable percentage ratios (other than the profits ratio) with reference to the capital contribution to Huihaitong by Shenzhen Huizhi under the Huihaitong Shareholders' Agreement exceed 0.1% but all are less than 5%, the connected transaction contemplated thereunder is exempted from independent Shareholders' approval requirement under Rule 14A.76(2)(a) of the Listing Rules but is subject to reporting, announcement and annual review requirements under Chapter 14A of the Listing Rules.

    INTRODUCTION

    To keep the potential investors and Shareholders informed of the latest development of the Group, the Board is pleased to voluntarily announce that Huihaitong has entered into the Jiangxi Shareholders' Agreement with Jiangxi Broadcasting on 29 December 2016 in respect of the establishment of the Jiangxi Joint Venture.

    Huihaitong is a special investment vehicle jointly held by Shenzhen Huizhi, Huizhou Kuyu and Nanchang Changyu as to 60%, 10% and 30% equity interest, respectively, which was established solely for the purpose of negotiating with Jiangxi Broadcasting in respect of the establishment of the Jiangxi Joint Venture. Pursuant to the Huihaitong Shareholders' Agreement entered into by Shenzhen Huizhi, Huizhou Kuyu and Nanchang Changyu on 23 March 2016, the parties agreed to, among others, invest in Huihaitong with a total capital of RMB15 million in the proportion of 60%, 10% and 30%, respectively.

    VOLUNTARY DISCLOSURE - SETTING UP OF THE JIANGXI JOINT VENTURE WITH JIANGXI BROADCASTING

    To keep the potential investors and Shareholders informed of the latest development of the Group, the Board is pleased to voluntarily announce that Huihaitong has entered into the Jiangxi Shareholders' Agreement with Jiangxi Broadcasting on 29 December 2016 in respect of the establishment of the Jiangxi Joint Venture.

    Pursuant to the Jiangxi Shareholders' Agreement, Huihaitong and Jiangxi Broadcasting would jointly establish the Jiangxi Joint Venture and the registered capital of the Jiangxi Joint Venture would be RMB30,000,000, in which RMB15,300,000, i.e. 51% of the total registered capital, would be contributed by Jiangxi Broadcasting and RMB14,700,000, i.e. 49% of the total registered capital, would be contributed by Huihaitong.

    As all of the applicable percentage ratios with reference to the capital contribution to the Jiangxi Joint Venture by Huihaitong are less than 5%, the transaction contemplated thereunder does not constitute a discloseable transaction under Chapter 14 of the Listing Rules. Disclosure of the Jiangxi Shareholders' Agreement in this announcement is made voluntarily by the Company.

    The principal business of the Jiangxi Joint Venture would be online and offline integrated electronic business platform.

    HUIHAITONG SHAREHOLDERS' AGREEMENT

    Major terms of the Huihaitong Shareholders' Agreement are set out as below: Date: 23 March 2016

    Parties: (i) Shenzhen Huizhi, a wholly-owned Subsidiary of the Company;

  3. Huizhou Kuyu; and

  4. Nanchang Changyu

  5. Scope of Business: The scope of business of Huihaitong is:

    1. research, development and sales of digital electronic products, communication facilities and relevant auxiliary products (except restricted products limited by PRC government);

    2. sales, maintenance and relevant technological development of new display modules, colour televisions and relevant auxiliary parts;

    3. development of TV softwares, sales of self- developed softwares and the provision of technological support and services; and

    4. operation of electronic businesses, setting up of enterprises, foreign investment, corporate m a n a g e m e n t c o n s u l t a t i o n a n d b u s i n e s s information consultation.

    5. Huihaitong shall have the right to amend its scope of business according to i ts business needs upon obtaining the approval from Huihaitong's shareholders. For business(es) that is/are subject to approval by relevant government authority, such approval under the PRC laws should be obtained.

      Registered Capital: The registered capital of Huihaitong shall be RMB15

      million at the time of setting up Huihaitong.

      Each of Shenzhen Huizhi, Huizhou Kuyu and Nanchang Changyu agrees to invest an aggregate of RMB15 million as the registered capital of Huihaitong in the follow proportion:

      1. RMB9,000,000 to be contributed by Shenzhen Huizhi, accounting for 60% of Huihaitong's equity interest;

      2. RMB1,500,000 to be contributed by Huizhou Kuyu, accounting for 10% of Huihaitong's equity interest; and

      3. RMB4,500,000 to be contributed by Nanchang Changyu, accounting for 30% of Huihaitong's equity interest.

      The above registered capital shall be contributed in the following manner:

      Initial capital injection

      Within 5 days after obtaining Huihaitong's first business licence, the parties thereto shall provide the initial capital injection ("Initial Contribution") to Huihaitong in the following proportion:

      1. RMB60,000 to be contributed by Shenzhen Huizhi in cash;

      2. RMB10,000 to be contributed by Huizhou Kuyu in cash; and

      3. RMB30,000 to be contributed by Nanchang Changyu in cash.

    TCL Multimedia Technology Holdings Ltd. published this content on 18 January 2017 and is solely responsible for the information contained herein.
    Distributed by Public, unedited and unaltered, on 18 January 2017 14:21:08 UTC.

    Original documenthttp://www.capitalfp.com.hk/pdf/CFP2017/0118/E1070A.PDF

    Public permalinkhttp://www.publicnow.com/view/DB0C75DDF74FC8CDD15A771A5BDEDB3B821CBE51