於 2017 年 1 月 26 日，本公司向 Thuraya 發出電子郵件，告知有關本公 司收購天網的進展以及本公司與滙盈證券有限公司已經簽署附帶條件的 可換股票據配售代理協議，要求 Thuraya 書面確認天網仍然有權於 2017 年 3 月 30 日之前，以不超過二億美元的代價，取得 Thuraya 的 60%股 權，交易對價的依據是 Thuraya 資產淨值。
於 2017 年 1 月 30 日，本公司收到 Thuraya 的回復，就本公司的要求， 告知本公司聯繫其投資銀行。
於 2017 年 1 月 31 日，本公司委託律師就潛在收購 Thuraya 的 60%股權事 宜，代表本公司與 Thuraya 的投資銀行聯繫和處理。
於 2017 年 2 月 1 日，本公司的律師向 Thuraya 的投資銀行發出電子郵 件，要求 Thuraya 確認天網仍然有權於 2017 年 3 月 30 日之前，以不超 過二億美元的代價，取得 Thuraya 的 60% 股權，交易對價的依據是 Thuraya 資產淨值。
天網公司聯合保利龍馬資產管理有限公司和 GC Capital 與 Thuraya 簽署的有關 潛在投資 Thuraya的備忘錄(「Thuraya備忘錄」)也於 2017 年 3 月 31 日已 失效。由於 Thuraya 備忘錄已經失效，天網的評估價值將會低於港幣 30,000,000 元，協議所要求的天網的評估價值不低於港幣 30,000,000 元的先決 條件將很難達成。而協議的先決條件達成的最後期限是 2017年 5 月 24日， 除非天網與 Thuraya 達成協議或新的備忘錄，並令到本公司滿意，否則本公 司不會進行該收購。
於二零一五年八月十七日,本公司與中國創新及天和基金就共同投資新媒體專案訂立合作框架協議。中國趨勢同意,當中國創新擬與天和基金共同投資(或獨立投資)的以下四個新媒體專案符合A 股上市條件而無法在A 股上市的情況下,依據香港上市規則的規定向該四個專案發行股份進行收購: 1) 智能電視為主的家庭娛樂終端專案; 2) 動漫遊戲為主的兒童娛樂專案;3) 電視節目分發為主的網路電視專案;及4) 終端展示為主的網路廣告專案。
於二零一三年三月一日，本公司與王耀民先生（「王先生」）訂立收購協議。本公司同意收購，而王先生同意出售Jurassic International Investment Group Inc.（美國）（「Jurassic（美國）」）全部已發行股本及侏羅記主題在中國區唯一授權和相關知識產權，總代價為100美 元。由於Jurassic（美國）之會計師遲遲未能交付公司註冊檔案及財務帳目，本公司已於二零一三年十二月三十一日要求王先生以原價100美元回購Jurassic（美國）之全部已發行股本.
二零一三年四月二十六日,本公司與賣方訂立有條件之框架協議。據此本公司擬同意收購,而賣方擬同意出售低碳文化運營公司THINK DEVICE LIMITED (BVI)(「目標公司」)全部已發行股本。該合作框架協議已於二零一三年十二月二十五日到期，收購將不再進行。
本公司與劉煜女士（「劉女士」）訂立框架協議。本公司同意收購，而劉女士同意出售Jurassic International Investment Group Inc.（英屬處女群島）全部已發行股份。本公司有意延伸合同能源管理業務至低碳文化發展計劃。
本公司與王耀民先生（「王先生」）訂立框架協議。本公司同意收購，而王先生同意出售Jurassic International Investment Group Inc.（美國）全部已發行股本及侏羅紀主題在中國區唯一授權和相關知識產權。
市場分析 根據國家發展和改革委員會、財政部、中國人民銀行及國家稅務總局聯合制定之《關於加快推行合同能源管理促進節能服務產業發展的意見》（「發展意見」），中國政府之工作目標為促進節能服務產業發展。中國政府銳意於二零一二年或之前扶持及培育一批專業化節能服務公司及壯大一批綜合性大型節能服務公司，從而建立充滿活力、特色鮮明及規範有序之節能服務市場。到二零一五年，中國政府預期建立一個比較完善的節能服務體系，專業化節能服務公司進一步壯大，服務能力進一步增強，服務領域進一步拓寬，合同能源管理成為用能單位實施節能改造之主要方式之一。 發展意見將合同能源管理項目，納入了中央預算內投資和中央節能減排專項資金支持範圍，給予資金補助或獎勵扶持政策。政府還對合同能源管理實行稅收優惠政策，包括對節能服務公司實施合同能源管理項目取得的營業稅應稅收入，暫免徵收營業稅；對其因實施合同能源管理專案而無償轉讓給用能單位的資產，免徵增值稅；對節能服務公司實施合同能源管理專案，自專案取得第一筆生產經營收入所屬納稅年度起，第一年至第三年免徵企業所得稅，第四年至第六年減半徵收企業所得稅。發展意見還鼓勵銀行等金融機構根據節能服務公司的融資需求特點，創新信貸產品，拓寬擔保範圍，簡化申請和審批手續，為節能服務公司提供專案融資、保險等金融服務。而節能服務公司實施合同能源管理專案投入的固定資產，可按有關規定向銀行申請抵押貸款等。政府還鼓勵節能服務公司通過兼併、聯合、重組等方式，實行規模化、品牌化、網路化經營，形成一批擁有知名品牌，具有較強競爭力的大型服務企業。合同能源管理為自一九七零年起在西方發達國家發展而成基於市場運作之新節能機制，並非推銷產品或技術，而是推銷一種減少能源成本之財務管理方法。合同能源管理為一類商業運作模型，節能服務公司向客戶提供一套全面節能服務，包括能源審核、項目設計、項目融資、設備採購、工程建設、設備安裝及調試及人才培訓。因此，該等公司將分享客戶節能措施所實現之某百分比節能效益。節能服務公司之客戶無須就實行節能經營支付任何資金及投入任何技術或承擔任何風險。相反，客戶可加快降低能源成本、享受能源效益及享用節能服務公司所提供之設備。發展計劃 本集團計劃透過提供合同能源管理業務享有國家優惠政策，從而大幅提升公司收益。本公司還利用本身上市平台，加大兼併、聯合其他企業的力度，實現規模化、網路化經營。事實上，隨著中國政府大力支持加快推行合同能源管理促進節能服務產業發展，加上國民生活質素逐步提高，集團希望把合同能源管理業務延伸至不同層面，並嶄新以合同能源管理模式開展低碳服務項目，通過網絡教育平台、影視製作平台、積分換購平台和廣告推送平台，提升合同能源管理的吸引力。本集團未來將會主力透過以合同能源管理的興建－營運－轉讓(BOT)模式，向用戶提供節能電子產品及解決方案，在社會多個領域推廣。合同能源管理營運模式主要是由本集團與客戶簽訂能源管理合同（一般為五年合約），本集團將會提供資訊科技產品給予客戶節能方案、融資、改造等服務，通過分享客戶合約期內節省的電費的方式回收投資和獲得合理利潤。同時，客戶還可以以1:1的兌換比例，獲得與合約期內節省電費等價值的換購積分，在網絡教育平台、影視製作平台、積分換購平台和廣告推送平台上應用，進一步增強本集團合同能源管理業務的競爭力。
於截至二零一一年十二月三十一日止年度，本集團錄得約85,367,000 港元（二零一零年：37,108,000 港元）之收入，升幅130%。收入增加乃由於擴充本集團貿易業務所致。
於截至二零一一年十二月三十一日止年度，本集團錄得約502,338,000 港元之虧損（二零一零年：9,039,000 港元），而本公司股東應佔虧損約為502,368,000 港元（二零一零：8,813,000 港元）。虧損主要是由於無形資產錄得減值虧損所致。
營運回顧一月本公司與Joy China Group Limited訂立買賣協議，據此，本公司已同意收購Full Smart Asia Limited全部股本權益，代價為228,000,000港元，本公司已以現金向賣方支付11,400,000港元作為訂金。
本公司與Joy China Group Limited訂立補充協議，以修改有關收購事項之協議之條款。本公司追加支付予賣方現金11,400,000港元免息可退回訂金。
於二零一一年十二月二十三日，本公司與Joy China Group Limited訂立第二份補充協議，以修改有關收購事項之協議及第一份補充協議之條款，由二零一二年一月一日起生效：(i)本公司與Joy China Group Limited同意將本公司已支付訂金22,800,000港元轉為20%銷售股份；及(ii) 本公司保留權利，於二零一五年一月一日前，在Full Smart Asia Limited及多達創新（中國）有限公司之資產淨值達到228,000,000港元時，透過向Joy China Group Limited支付113,740,000港元之可換股債券及91,460,000港元之承兌票據收購餘下80%銷售股份。
一月 本集團完成收購諾普國際有限公司之全部已發行股份。 由於此前先決條件並未完成，本集團收購廣東愛威文化有限公司之買賣協議告終止。該公司期後把待售版權以及附帶之商標直接轉讓予賣方，本集團與賣方簽訂收購協議，擬收購神探威威貓(Wiwione–Detective Winkey Cat) 動畫片及音樂片之版權，總代價為25,000,000港元，附帶之商標將於完成交易時以零代價轉讓予公司，商標包括動畫片人物威威貓(Wiwione)、愛愛兔(Aiaitwo)及頑逗(Winkeycat)以及動畫片名稱。四月 本集團宣布，建議透過供股方式，按照每持有1股現有股份配發4股未繳股款供股股份的基準，以每股供股股份認購價0.04港元，合共發行3,374,958,000股供股股份，籌集約1.35億港元 (扣除費用前)，主要用作發展合同能源管理(EPC)業務。 五月 本集團與深圳市諾普電子商務有限公司(「諾普電子商務」) 訂立一項無約束力之合作框架協議，據此，本集團同意有條件地向賣方購買1000萬用戶容量的EPC積分換購平台及相關資產，代價暫定不多於50,000,000港元。有關代價將以現金或由本公司發行票據或貸款票據、代價股份、可換股債券及/或其他財務工具支付，發行價或轉換價將為每股0.28港元(如供股完成可予調整)。確實之付款方式有待本公司及諾普電子商務進一步磋商而定。 本集團與譽通實業有限公司(「譽通實業」)訂立一項無約束力之合作框架協議，據此，本集團同意有條件地收購譽通實業之全部股權，並成為其唯一股東，惟先決條件是譽通實業完成重組後將會全資擁有廣東譽通置業有限公司(「廣東譽通」) – 一間在廣州市商業區擁有超過1萬平方米的商業地鋪、具豐富的電子產品展銷經營及銷售渠道的公司。有關代價將以現金，或由本公司發行票據或貸款票據、代價股份、可換股債券及/或其他財務工具支付，發行價或轉換價將為每股0.28港元(如供股完成可予調整)。確實之付款方式有待本公司及譽通實業進一步磋商而定。本集團與Joy China Group Limited(「Joy China」)訂立一項無法律約束力之合作框架協議，據此，本集團同意有條件地收購Joy China之1,000萬用戶以互聯網為媒介、3C為終端的特大容量廣告播放平台。有關代價將以現金，或由本公司發行票據或貸款票據、代價股份、可換股債券及/或其他財務工具支付，發行價或轉換價將為每股0.28港元(如供股完成可予調整)。確實之付款方式有待本公司及Joy China進一步磋商而定。六月 本集團與博大偉業(北京)教育文化發展有限公司(「博大偉業」)訂立合作框架協議，據此，本集團與博大偉業將建立合作關係，當中博大偉業目前正在內地籌備運營多媒體教育院線/劇場項目，將會負責推廣宣傳、運營及招商工作，並讓符合條件的夥伴以連鎖式加盟。中國趨勢則會以EPC模式提供節能電腦，向博大偉業提供開展多媒體教育院線/劇場項目之節能電腦以及項目相關之解決方案，目標在三年內在中國主要城市建立一萬家教育院線/劇場和加盟商。 本集團與中國創新投資有限公司(「中國創新」，股份代號：1217.HK)聯合宣佈，中國趨勢附屬公司博思(中國)信息系統有限公司 (「博思中國」與TCL集團(A股代碼：000100)旗下惠州TCL光源科技有限公司(「惠州TCL」)及中國創新旗下多達創新（中國）科技發展有限公司(「多達中國」)簽訂戰略合作框架協議，三方計劃在LED節能產品的研發，生產和市場推廣，特別是EPC模式等領域開展戰略合作，以達到互惠互利、資源共享。本集團與中國工商銀行股份有限公司(股份代號：1398.HK)深圳星河支行(「工商銀行」)簽訂立合作框架協議，以為其提供EPC專項融資方案包括專項貸款及保理業務，並提供融資方案的指導、簡化申請和審批手續。本集團、新時代環球投資有限公司(「新時代環球投資」)及寧波陽光海灣發展有限公司(「寧波陽光」)訂立合作框架協議，三方擬就合作發展陽光海灣(低碳旅遊)項目定下可能合作事項，本集團有意把合同能源管理業務延伸至低碳旅遊發展。此外，本集屬股東日後購買陽光海灣(低碳旅遊)項目可銷售物業時，可能享有優惠計畫。本集團與北京惠利康高新技術有限責任公司(「北京惠利康」訂立合作框架協議，擬在中國主要城市建立兩萬家兒童智慧部落，以進一步延伸合同能源管理業務至兒童市場。本集團與中國創新聯合宣佈，中國趨勢、中國創新及中國兵器附屬公司中國東方數控公司(「中國東方數控」)訂立合作意向書，三方擬在新能源數控系統於太陽能電動車的應用上，展開運營和市場推廣合同能源管理營運模式等領域的合作。本集團完成供股，合共接獲1,117份有效接納及申請額外供股股份，當中合資格股東申請之額外供股股份達到8,747,611,652股，佔根據額外供股股份申請表格可申請認購之307,280,477股供股股份約28.47倍，供股所得款項淨額約為1.32億港元。七月 本集團透過卓亞(企業融資)有限公司(「卓亞(企業融資)」)知會中青基業集團有限公司(「中青基業」，股份代號:1182:HK)董事會，擬提呈可能收購建議，惟須待本集團股東批准後方可作實。 八月 中青基業知會本集團，中青基業擬進行集資活動，故本集團要求中青基業提供有關建議集資之進一步詳情。 九月 由於本集團董事會從媒體報導得知中青基業及╱或其某些董事╱股東可能涉及某些受監管事宜，以及中青基業股份自二零一零年八月三十一日暫停買賣以待發出一項對股價有敏感成份之公佈，因此，董事會已決定不進行可能收購建議。 本集團於股東特別大會獲股東通過收購影片庫版權的議案。十一月 本集團旗下在中國之附屬公司博思夢想(中國)有限公司(「博思夢想」)與博大偉業(北京)教育文化發展有限公司(「博大偉業」)同意共同建設及營運在網絡教育平台、影視制作平台、積分換購平台和廣告推送平台上展開獨家合作。由於是次協議已全面覆蓋四個平台的獨家合作，足以支持集團在合同能源管理業務的發展，故本集團在五月就收購EPC積分換購平台及相關資產之合作框架協議、收購電子產品分銷/換購平台之合作框架協議，以及收購廣告播放平台之合作框架協議將不會落實執行。 十二月本集團與需要教育項目辦公室(「需要教育」)及博思夢想文化傳播有限公司(「博思夢想」)訂立合作框架協議，以在中國大陸地區以加盟的方式打造需要教育平台及一萬家教育院線，推廣需要教育課程。
二月 本集團與Ocean Space訂立買賣協議，以收購Legend Century全部已發行股本及待售貸款，代價為600,000,000港元。有關代價於訂立諒解備忘錄時已向Ocean Space以現金5,000,000港元支付作為按金;及完成時向Ocean Space或其代名人發行可換股債券償付595,000,000港元。 十二月 本集團與Nopo Group Limited(“Nopo Group”)訂立收購協議，同意有條件地向Nopo Group購買諾普國際有限公司(「諾普國際」)之全部已發行股份，代價為19,493,000港元。代價將以以下方式支付(i)於簽訂收購協議時本集團向Nopo Group支付現金為1,993,000港元之可退回訂金(不計利息)；及(ii)按發行價0.125港元於完成時發行本集團代價股份支付餘額17,500,000港元。諾普國際為一家在香港注冊成立之有限公司，主要及唯一資產是擁有一家流動定位服務技術供應商之授權，作為其產品在中國代理及在海外市場特定唯一經銷商。 本集團完成收購Legend Century所有權益。
一月 本集團與中國創新投資有限公司(「中國創新」，港股代碼：01217)就軍民兩用光電行業之戰略合作訂立不具法律約束力之諒解備忘錄。根據諒解備忘錄，中國創新將根據其優先權而投資於中國兵器的LED項目，以在製造、加工及開發LED光電產品以及相關軍民兩用產品向本集團提供協助。本集團將向中國兵器之光電企業(主要從事製造LED光電產品，且亦可能獲得中國創新投資)提供策略解決方案及海外分銷渠道 二月 本集團與臺灣奇美電子(台股代碼：3009)及奇力光電就LED及LCD新光源產品及技術的全面合作，訂立諒解備忘錄。根據備忘錄，本集團將就LED的研發及生產，提供產品規格的市場需求指標、在內地城市建立LED應用示範基地及為LED提供內需通路，以打入高速增長的中國消費電子產品市場。另一方面，奇力光電將提供LED部件和相關零部件供應商，為本集團指定的製造商提供LED組裝及製造流程工序及培訓，以及長期供應零部件予該公司指定的LED新製造商。奇美電子亦將向本集團提供LCD相關產品及其他最終整機製品。 三月 本集團與Ocean Space訂立補充諒解備忘錄，以將訂立正式協議之日期延遲至不遲於同年六月三十日。 本集團、中國創新與中國兵器全資附屬企業南京北方信息產業集團有限公司(「北方信息」)簽訂合作意向書，三方共同投資現由北方信息控股的南京北方慧華光電有限公司(「北方慧華」)的股份制改造，重組後的北方慧華將繼續以軍民兩用電子信息產品為主要經營範圍，北方慧華並將更名為北方趨勢科技股份有限公司(暫定，以國家工商局批准為准)。六月 本集團與中國創新宣布，中國兵器一家全資企業北京北方光電有限公司(「北方光電」)、中國創新及本集團三方共同訂立合作框架協議，待北方光電股份改制時，中國創新或本集團獲授優先權以入股北方光電不超過30%或不超過30,000,000股股份;同時，中國創新及本集團同意把上海大晨、雲南天達及北方慧華的投資優先權注入北方光電，以符合同業禁止原則。 本集團與Ocean Space商討將訂立正式協議之日期延至較後日期。七月 本集團與Ocean Space訂立第二份補充諒解備忘錄，以將訂立正式協議之日期延遲至不遲於同年九月三十日。 八月 本集團建議，把公司名稱「Quasar Communication Technology Holdings Limited」及「思拓通訊科技控股有限公司」更改為「China Trends Holdings Limited」及「中國趨勢控股有限公司」。 九月 本集團與賣方訂立買賣協議，以收購廣東愛威文化發展有限公司(「廣東愛威文化」)註冊及已繳足資本24,000,000元人民幣，佔增資完成後註冊及已繳足之24%，涉及代價25,000,000港元。此外，本集團與Ocean Space訂立第三份補充諒解備忘錄，將訂立正式協議之日期延遲至完成盡職審查為止，以提供充裕時間予Legend Century及其附屬公司架構重組，及進行盡職審查。
十二月 本集團與Ocean Space Development Limited (“Ocean Space”)訂立無法律約束力之諒解備忘錄，有關可能收購Legend Century Investments Limited (“Legend Century”)之全部已發行股本。Legend Century為一家投資控股公司，主要資產為持有Protex Systems Holdings Limited (“Protex”)之控股權。Protex之主要業務為在中國主要城市(尤其是北京、上海、廣州及深圳)從事電梯門廣告張貼及便利店大門廣告張貼業務。有關代價將以現金或由本公司發行票據或貸款票據、代價股份、可換股債券及/或其他財務工具支付，發行價或轉換價將為每股0.35港元。
On 26 January 2017, the Company sent an email to Thuraya, in which the Company inform the status of the Acquisition by the Company and the fact that the Company has entered into the conditional Placing Agreement with VC Brokerage Limited, and requested Thuraya to confirm in written that Skynet has the rights to acquire 60% equity interests of Thuraya in the consideration of not more than USD200,000,000 by 30 March 2017 based on the net asset value of Thuraya.
On 30 January 2017, the Company was informed by Thuraya to contact its investment bank for the Company’s requests.
On 31 January 2017, the Company engaged its legal adviser to contact Thuraya’s investment bank, on behalf of the Company, in relation to the possible acquisition of 60% equity interests of Thuraya.
On 1 February 2017, the Company’s legal adviser sent an email to Thuraya, in which the Company requested Thuraya to confirm that Skynet has the rights to acquire 60% equity interests of Thuraya in the consideration of not more than USD200,000,000 by 30 March 2017 based on the net asset value of Thuraya.
The memorandum of understanding (the “Thuraya MOU”) entered into among Skynet, Poly LM, GC Capital and Thuraya in relation to the potential investment in Thuraya has also lapsed on 31 March 2017. Since the Thuraya MOU has lapsed, the estimated value of Skynet is expected to be less than HK$30,000,000, and it is unlikely that the condition precedent relating to the valuation of Skynet being not less than HK$30,000,000 under the Agreement will be fulfilled. While the latest date for the fulfilment of the conditions under the Agreement is 24 May 2017, unless Skynet could enter into an agreement or another memorandum of understanding with Thuraya to the satisfaction of the Company, the Company will not complete the Acquisition.
On 19 February 2016, the Company signed a cooperation agreement with coocaa network in child smart TV. The Content is about cooperating in children smart TV by both parties. coocaa network is taking responsibility for operating. The Income generated by the two parties will split the profits (the Company and coocaa network”split 50% in both).
The Company and Mr. Xu Wei (“Mr. Xu”) entered into a memorandum of understanding in relation to patents acquisition (“Patents Acquisition MOU”). Pursuant to it, the Company intends to apply the multi-national patents from Mr. Xu to the Company currently developing e-commerce media “Wealth Storm” on content delivery and e-commerce payment.
For restructuring ATV, Boss China has undertaken a major strategic upgrade for its interactive TV business model through an in-depth integration of its shopping platform with media content and advertising business, thus becoming a new e-commerce media focusing on media business.
As an integral part of its marketing plans for the Wealth Storm Platform, Boss Dream Culture Communication Limited (“Boss Culture”) announced that each of the current employees and ultimate shareholders of all strategic partners who have a contractual relationship with Boss Culture, which include but not limited to the Company and China Innovation Investment Limited, will receive monthly “Wealth Storm” redemption coupons in accordance with his/her salary and the nominal value of his/her/its shareholding respectively (the“Welfare Plan”).
The Company and Yue Chen Xing Holdings Limited entered into a cooperative framework agreement in relation to the Game Channel of Wealth Storm Platform.
The Company and Mr. Cheung Kin Wa, entered into an agreement in relation to the sale and purchase of all issued shares of Skynet Satellite Data Limited.
The Company entered into the conditional Placing Agreement with VC Brokerage Limited (the “Placing Agent”), pursuant to which the Placing Agent has agreed to act as placing agent of the Company, on a best effort basis, for the purpose of arranging Placees for the Convertible Notes, which is the three-year 1% coupon unlisted convertible notes in principal amount of up to HK$1,560,000,000 to be issued by the Company, subject to the terms and conditions provided in the Placing Agreement. The net proceeds of the Placing of approximately HK$1,513,200,000 will be applied towards payment of the consideration for the Potential Acquisition.
On 14 May 2014, the Company, Boss China, Boss cultural and UC interaction signed "interactive TV shopping platform" formal cooperation agreement. UC interaction, as the subject of interactive services into the company's company, including but not limited to: customer resources, existing and future orders, market channels, suppliers and contract channels, patented technology, have developed or are developing software, all fixed assets
On 10 June 2015, a subsidiary of the company Boss China, coocaa network and Boss Cultural signed a formal cooperation agreement for developing, maintenance and operations e-commerce TV platform for Skyworth coocaa network.
On 18 June 2015, a subsidiary of the company Boss China, Huan network technology and Boss Cultural signed a formal cooperation agreement for developing, maintenance and operations e-commerce TV platform for Skyworth coocaa network.
On 15 July 2015, a subsidiary of the company Boss China, Tongfang Technology and Boss Cultural signed a formal cooperation agreement for developing, maintenance and operations e-commerce TV platform for Tsinghua Tongfang.
On 17 August 2015, the Company,China Innovation and TianHe fund signed a framework agreement for jointly invested in the new media project. China trend agree with TianHe fund when the Chinese Innovation Fund intends to invest (or an independent investment) of the following four new media project meets the conditions listed A shares can not in the case of A-share market, in accordance with the provisions of the Hong Kong Listing Rules to the four issue of shares for the acquisition projects: 1) smart TV-based home entertainment terminal project; 2) children's animation and game-based entertainment; 3) television program distribution based network television projects; and 4) display terminals predominating Internet advertising project.
On 23 November 2015, the Company and Creative microelectronic applications on the "Skynet" entered into a memorandum of cooperation. Chong Microelectronics Company and the Company agreed to establish free movement around the web and free mobile TV service "Skynet plan" applications, mobile network operators and mobile TV operators in the field to carry out comprehensive cooperation, including networking test , purchase of equipment, network operators, investment shares and other aspects.
On 11 December 2015, the Company and Vivien signed a cooperation agreement in respect of Internet TV content delivery network (CDN). The company responsible for operating the program content of network television, broadcasting system, the receiving terminal (fixed + mobile) and supporting services, and through "wealth platform. '" Interactive TV platform, providing the user with movie channels, shopping channels, educational channels, financial channels and so on. Vivien wide and is responsible for providing support of the company's operations require network television throughout the country and the distribution of technical support bandwidth network cloud platform, cloud network platform to provide supporting as many as 500 cities through its iService platform, operations, including web content management and distribution management services.
On 9 April 2014, the Company and Hughes China entered into an agreement in relation to the cooperation on construction and operation of free satellite mobile internet (Skynet) and on 11 April 2014, the Company and DishHD Asia Satellite Limited entered into an agreement in relation to the cooperation on the operation of the free satellite television and paid satellite television project of Skynet (Skynet Satellite Vision Project). As regards of the two agreements, Company will generate income from sales of dual-model satellite phone and dual-model satellite television and 50% value added service income from operators using Skynet.
On 11 August 2014, the Company and China Mobile Satellite Communication Group Limited and Smart Number Holdings Limited entered into an agreement in relation to cooperation on the operation of the free satellite internet and pay satellite phone project of Skynet (Skynet Satellite Communication Project).The company will generate income from 50% customer prepayments of using satellite voice service of the Company’s satellite phone terminals (with free internet access).
On 1 February 2013, China Trends Technologies Limited, the wholly-owned subsidiary of the Company, entered into a strategic cooperation agreement with Global Alliance. Global Alliance agreed to sell low-carbon electronic and information technology products and related solutions through its own sales channel and source of customers exclusively. Such cooperation represents an important measure of the Company in re-exploring the market in Hong Kong and Overseas.
On 1 March 2013, the Company entered into an acquisition agreement with Mr. Wang Yaomin (“Mr. Wang”). The Company agreed to acquire and Mr. Wang agreed to sell the entire issued share capital of Jurassic International Investment Group Inc. (USA) (“Jurassic USA), the only authorized of Jurassic theme in PRC and related intellectual properties, with total consideration US$100. As at 31 December 2013, the Company has requested Mr. Wang to buy back the entire issued share capital of Jurassic USA with original consideration US$100 due to statutory and accounting records was unable to be provided by accountant of Jurassic USA.
On 26 April 2013, the Company entered into a conditional framework agreement to acquire the entire issued share capital of Think Device Limited (BVI) which is principally engaged in low-carbon culture. The framework agreement was valid until 25 October 2013, the acquisition no longer in progress.
On 5 June 2013, the Company entered into a cooperation framework agreement with Zhong Jin Land which the Company provide low-carbon city solutions to government around the country and combined to create “Citysky low-carbon city” project. Zhong Jin Land as a PRC real estate secondary development developers, will complete the construction project in accordance with the Company’s low-carbon city solutions and transfer the construction results to the company or person that designated by the Company.
On 28 June 2013, the Company, Zhong Jin Land and Sheng Di Property entered into a cooperation framework agreement in relation to Daqing Dream City Low Carbon City Project. The project includes planning and design of low-carbon city solutions, primary development and infrastructure construction, secondary development include theme park, spa hotel, residential building and commercial facilities.
On 10 December 2013, the Company, China Innovation Investment Limited and Hughes Network Technology (Beijing) Limited entered into a cooperative framework agreement in relation to Satellite Mobile Internet Project which the Company is responsible for investing in operating equipment on Satellite Mobile Internet Project within the Greater China. Such co-operation project was still in the progress.
Boss (China) Systems Limited (a subsidiary of the China Trends Holdings Limited), Boss Dream Cultural Communication Company Limited and Zhejiang Lianyijia Technology Limited entered into a cooperation framework agreement. Cooperation to build one million “energy-saving media terminal” in PRC regions within ten years, to create national media terminal network and shopping terminal network.
The Company decided to suspend acquiring the entire share capital of Beijing Need Education Technology Company Limited.
Boss (China) Systems Limited (a subsidiary of the China Trends Holdings Limited), Boss Dream Cultural Communication Company Limited and Beijing Flame Chuanxiang Network Technology Limited entered into a cooperation framework agreement. Cooperate to construct 10,000 military game theme of “Glorious Mission ---- National Defense Education Experience Centers” in PRC regions within five years. Boss (China) Systems Limited will equip not less than 100 high performance energy-saving all-in-one computers in each Experience Centre.
Boss (China) Systems Limited (a subsidiary of the China Trends Holdings Limited), Boss Dream Cultural Communication Company Limited and Next Step China Management entered into a cooperation agreement. Cooperate to establish 10,000 “Satellite Lecture” (Education theaters) within 10 years in mainland China regions. It is agreed that each educational theaters equipped with satellite real-time teaching facilities and 100 units of energy-saving computer-on-demand equipment. Provide employment and entrepreneurship training to the whole society, and provide business support program to those who have passed the energy saving solutions and training.
The Company entered into a framework agreement with Ms. Liu Yu (“Ms. Liu”). The Company agreed to acquire and Ms. Liu agreed to sell the entire issued share of Jurassic International Investment Group Inc. (BVI). The Company intends to extend energy management contract business to the low-carbon cultural development plan.
Boss China entered into a cooperation framework agreement with Knowhow Software (HK) Limited. Cooperate to acquire or construct not less than 100 “Smart City” regional companies in PRC within ten years that closely fits the requirements of the development of IT Internet industry issued by the national ministries. Cooperate to build a new model of urban development at main cities, "Smart City", with numerous partners.
The Company entered into a framework agreement with Mr. Wang Yaomin ("Mr. Wang"). The Company agreed to acquire and Mr. Wang agreed to sell the entire issued share capital of Jurassic International Investment Group Inc. (USA), the only authorized of Jurassic theme in PRC and related intellectual properties.
China Trends Technologies Limited (a wholly-owned subsidiary of the Company, "China Trends Technologies") entered into a cooperation framework agreement with 歐美聯合留學生創業園有限公司 (transliterated as Europe and America Joint Students Pioneering Park Limited, "Europe & America Pioneer"). Within one year, Europe & America Pioneer would set up "Animation Media Company" in Shenzhen, China. The registered capital of the company is not less than RMB 60 million; China Trends Technologies provides exclusive right of using the 320 episodes original cartoons of "Detective Whiskers Cat" to "Animation Media Company", and obtain 7% of operating income of “Animation Media Companies” as concession revenue.
According to the 關於加快推行合同能源管理促進節能服務產業發展的意見 (Opinion to Accelerate the Energy Performance Contracting and Facilitate the Energy-Saving Sector Development) (the “Development Option”) jointly formulated by National Development and Reform Commission, Ministry of Finance, People’s Bank of China and State Administration of Taxation, the work objective of the PRC government is to push ahead the development of energy-saving sector services. The PRC government aims to support and foster a group of specialized energy-saving services companies and expand a group of integrated large-scale energy-saving services companies by 2012, thereby establishing a dynamic, distinguished and regulated energy-saving services market. By 2015, the PRC government expects to establish a more comprehensive energy-saving services system, further expand the specialized energy-saving services companies, further strengthen its service capabilities and further expand its service areas, turning Energy Performance Contracting into one of the major means of energy-saving restructuring implemented by the users.
The Development Opinion will include Energy Performance Contracting within the scope of investment of the central budget and central energy-saving and emission reduction special fund, subsidies or incentive support policies. The PRC government has also implemented taxation preferential policies on Energy Performance Contracting, including the business tax exemption of energy-saving services companies for the taxable income generated from the implementation of Energy Performance Contracting; the value-added tax exemption of for assets transferred to the user at nil consideration as a results of the implementation of the Energy Performance Contracting project; three-year full enterprise income tax exemption since the first profitable year, followed by two-year 50% reduction of enterprise income tax.
The Development Opinion also encourages the innovation of credit products, expansion of the scope of guarantee, rationalization of application and approval procedures by financial institutions such as banks based on the characteristics of financing needs of the energy-saving services companies in order to provide project financing and insurance services to energy-saving services companies. In addition, the fixed assets injected by the energy-saving services companies upon the implementation of the Energy Performance Contracting project may apply for secured loans from the banks according to the relevant requirements. The PRC government is also in favor of the implementation of sizeable, branded and networked operation through merger and acquisition, joint venture and restructuring of the energy-saving services companies, thus becoming a large-scale services enterprise with a renowned brand and strong competitiveness.
Energy Performance Contracting is a new market-based energy saving mechanism that has evolved in western developed countries since 1970s. It is not to market a product or a technology, but a financial management method to reduce the energy costs. Energy Performance Contracting refers to a commercial operating model that the energy-saving services companies provide its clients with a complete set of energy saving services, including energy auditing, project design, project financing, equipment sourcing, engineering construction, equipment installation and commissioning and personnel training. As a result, they will share a certain percentage of the energy saving efficiency realized by the clients’ energy saving measures. The clients of the energy-saving services companies do not need to pay for fund and technology required by implementation of energy saving or bear relevant risks. On the contrary, they can reduce the energy costs more quickly, benefit from the energy efficiency and have the equipment provided by the energy-saving services companies.
The Group plans to enjoy the state’s preferential policies by providing Energy Performance Contracting, and enhance the revenue of the Group. The Group also intends to make use of the listing status of the Company to implement a sizeable network operation through merger and acquisition and formation of joint venture with other companies. In fact, with strong support from the PRC government to promote the implementation of the Energy Performance Contracting project to facilitate the energy-saving service sector in the economy, and the improved living quality across the countries, the Group hopes to extend Energy Performance Contracting to different aspects, and even engage in low carbon services product by means of Energy Performance Contracting through online education platform, video production platform, reward redemption platform and advertisement broadcasting platform, to increase the attractiveness of the business.
The Group is planning to provide energy-saving electronics products and solutions to customers by means of Energy Performance Contracting under build-operate-transfer or BOT model and to promote them in different aspects of the society. The EPC to be made between the Group and the clients will be normally for five years and it is a commercial operating model that the Group provides its clients with a set of energy saving services, project financing, engineering construction, and related services by providing energy saving electronic products. The Group will realize its investment return and profit by tariff savings realized by the clients during the contract period. Meanwhile, the clients may also gain redemption rewards during the contract period at the redemption ratio of 1:1, which could be used in the online education platform, video production platform, reward redemption platform and advertisement broadcasting platform, thus further strengthening the competitiveness of the Group’s EPC business.
China Trends’ new LED optoelectronic technology, coupled with the ideas of “injection of funds into the national defense and military industries” and “energy saving”, believes that the potential investment into Nanjing North Weihaw Optics Electronics Co., Ltd. (NNWO) with China Innovation Investment Limited (“China Innovation”, stock code: 1217.hk), as well as other optoelectronic enterprises, will enable the Company to achieve its strategic objective.
With a view to achieve this strategic objective, China Trends undergoes research and development, and application through merger and acquisition. Return from economy of scale is expected to be realized within 3 years.
Apart from this, seeing the potential development of Energy Performance Contracting, China Trends wish to enhance the position as an energy-saving service provider. The Company plans to further make use of the BOT model, which ultimately apply to different sectors in the society. With the transfer of turnover from traditional products sales to EPC services, the Group believes the switch would enhance the earnings.
During the year ended 31 December 2011, the Group recorded a revenue of approximately HK$85,367,000 (2010: HK$37,108,000), representing an increase of 130%. The increase in revenue was due to the expansion the trading business of the Group.
During the year ended 31 December 2011, the Group incurred a loss of approximately HK$502,338,000 (2010: HK$9,039,000) in which the loss attributable to the shareholders of the Company was approximately HK$502,368,000 (2010: HK$8,813,000). The loss was mainly due to the impairment losses on intangible assets.
China Trends Holdings Limited (‘the Company’) entered into the sale and purchase agreement with Joy China Group Limited, pursuant to which the Company has agreed to acquire 100% equity interest in Full Smart Asia Limited at a consideration of HK$228,000,000 (the “Acquisition”), HK$11,400,000 was paid in cash by the Company to the Vendor as deposit.
The Company entered into a supplemental agreement with Joy China Group Limited to vary the terms of the agreement in respect of the Acquisition. An additional HK$11,400,000 was paid in cash by the Company to the Joy China Group Limited as interest-free refundable deposit.
The Company entered into a cooperative framework agreement with independent third party and Boss Dream Cultural Communication Company Limited to acquire the entire issued share capital of Beijing Need Education Technology Company Limited. The Company also terminated the Project Cooperation Agreement signed by a subsidiary of Company, Boss (China) Systems Limited and Boss Dream Cultural Communication Company Limited dated 9 November 2010.
The Company entered into a second supplemental agreement with the Joy China Group Limited to vary the terms of the agreement and first supplemental agreement of the Acquisition, with effect from 1 January 2012, (i) the Company and Joy China Group Limited have agreed to turn HK$22,800,000 deposit paid by the Company into 20% of the sale share; and (ii) the Company reserve the right to acquire the remaining 80% of the sale share before 1 January 2015 by paying HK$113,740,000 convertible bonds and HK$91,460,000 promissory note to Joy China Group Limited when the net asset value of Full Smart Asia Limited and Dooda Innovation (China) Limited reach HK$228,000,000.
The Group completed the acquisition on the entire issued share capital of Nopo International Company Limited.
Since the conditions had not been fulfilled, the Sale and Purchase Agreement on Guangdong Allwin Culture Company Limited was terminated thereafter. After the termination of the Sale and Purchase Agreement, Guangdong Allwin Culture Company Limited directly transferred the Sale Copyrights and the Trademark to the Vendor. The Vendor and the Company then entered into the Acquisition Agreement on the purchase of series of Wiwione - Detective Winkey Cat (神探威威貓)’s animation and music songs at a consideration of HK$25,000,000. The trademarks in relation to the Animation including the characters of the Animation Wiwione (威威貓), Aiaitwo (愛愛兔) and Winkeycat (頑逗) and the name of the Animation would be transferred to the Company at nil consideration after completion.
The Company proposed to issue a total of 3,374,958,000 rights shares by way of right issue at a subscription price of HK$0.04 per rights share on the basis of four nil-paid rights shares for every existing share held to raise approximately HK$135 billion (before expenses) for the development of Energy Performance Contracting (EPC) business.
The Group entered into a non-legally binding cooperative framework agreement with Shenzhen Nopo Electronic Commerce Co., Ltd. (“Nopo Electronic Commerce”). Pursuant to the agreement, the Group proposed to acquire the reward redemption platform with capacity of 10 million subscribers and related assets from Nopo Electronic Commerce at a consideration of not more than HK$50 million. The consideration may be settled by cash payment or by the Group to issue promissory or loan notes, consideration shares, convertible bonds and/or other financial instruments and the issue or conversion price of which shall be HK$0.28 per share (subject to adjustment if Rights Issue is completed). The exact payment method will be subject to further negotiations between the Group and Nopo Electronic Commerce.
The Group entered into a non-legally binding cooperative framework agreement with Yu Tone Industrial Limited (“Yu Tone Industrial”). Pursuant to the agreement, the Group proposed to acquire all the issued share capital of the Vendor and become the sole shareholder, provided that the Vendor will acquire and restructure the entire equity interest of Guangdong Yu Tone Development Limited (“Guangdong Yu Tone”), a company with rich managing experience and sales channels on electronic products and owns a commercial shop with more than 10,000 square meters in Guangzhou’s CBD area. The consideration may be settled by cash payment or by the Group to issue promissory or loan notes, consideration shares, convertible bonds and/or other financial instruments and the issue or conversion price of which shall be HK$0.28 per share (subject to adjustment if Rights Issue is completed). The exact payment method will be subject to further negotiations between the Group and Yu Tone Industrial.
The Group entered into a non-legally binding cooperative framework agreement with Joy China Group Limited (“Joy China”). Pursuant to the agreement, the Group proposed to acquire from Joy China the advertisement broadcasting platform making use of internet and 3C as the media and terminal which supports not less than 10 million subscribers. The consideration may be settled by cash payment or by the Group to issue promissory or loan notes, consideration shares, convertible bonds and/or other financial instruments and the issue or conversion price of which shall be HK$0.28 per share (subject to adjustment if Rights Issue is completed). The exact payment method will be subject to further negotiations between the Company and Joy China.
The Group entered into a cooperation framework agreement with Grand Business (Beijing) Educational and Cultural Development Company Limited (“Grand Business”). Pursuant to the agreement, Grand Business is in the process of establishing its multimedia education platform by involving in promotion and publication, operation and investment promotion with suitable working partners forming alliance, while the Group will provide energy-saving computers and related solutions to Grand Business to implement its multimedia education platform by mean of EPC. It is targeted to build up 10,000 multimedia education platforms with the alliance partners within three years in the PRC.
The Group jointly announced with China Innovation that, Boss (China) Information Systems Limited (“Boss China”, a subsidiary of China Trends), Huizhou TCL Lighting Appliance Technology Limited (“Huizhou TCL”, a subsidiary of TCL Corporation (000100.SZ)) and Dooda Innovation (China) Technology Development Limited (“Dooda China”, an investment in the PRC made by China Innovation through Dooda Innovation Limited) entered into a stratregic cooperation agreement, to establish a strategic cooperation on R&D, production, sales and distribution of energy-saving LED products under EPC business model to achieve the mutual sharing on resources.
The Group and Industrial and Commercial Bank of China Limited (Stock Code: 1398.HK) Shenzhen Xinghe branch (“ICBC”) entered into a cooperation framework agreement, in which the bank will provide the Company with project financing, including project loan and factoring service for EPC business. ICBC will also provide the Company the guidance on project financing, rationalization of application and approval procedures for EPC business.
The Group, New Times Global Investment Limited (“New Times Global Investment”) and 寧波陽光海灣發展有限公司 (transliterated as Ningbo Sunbay Development Company Limited (“Ningbo Sunbay”) entered into a cooperative framework agreement, whereby three parties establish possible cooperation to develop the Sunbay Marina (Low Carbon Tourism) Project. The Group intends to extend its EPC business to the low-carbon tourism development. In addition, the Group’s shareholders may qualify for preferential scheme when purchasing any property available for sale in the Sunbay Marina (Low Carbon Tourism) Project.
The Group and 北京惠利康高新技術有限責任公司 (transliterated as Beijing Hui Likang Hi-Tech Company Limited, “Beijing Hui Likang” ) entered into a cooperative framework agreement, whereby it is intended to build up 20,000 children wisdom group in major cities in the PRC in order to further extend its business of Energy Performance Contracting to children’s market.
The Group and China Innovation jointly announced that, China Trends, China Innovation and 中國東方數控公司 (transliterated as China Oriental Numerical Control Company Limited, “China Oriental Numerical Control”), a subsidiary of CNIGC, entered into a cooperative letter of intent, whereby three parties propose to establish cooperation for operation and marketing by mean of EPC in relation to the application of new energy numerical control system on solar electric vehicles.
The Group announced the results of the rights issue. A total of 1,117 valid acceptances of rights shares and applications for excess rights shares have been received, in which 8,747,611,652 excess Rights Shares were applied by the qualifying shareholders, representing approximately 28.47 times of 307,280,477 Rights Shares available for application under excess Rights Shares application. The net proceeds of the rights issue would be approximately HK$132 million.
The Group informed the board of directors of C Y Foundation Group Limited (“C Y Foundation”, Stock Code: 1182.HK) about the making of the possible offer through Asian Capital (Corporate Finance) Limited (“Asian Capital (Corporate Finance)”). The acquisition will be subject to the approval of shareholders of the Company.
The Group was informed by the board of directors of C Y Foundation that the company was contemplating a fund raising exercise. In this respect, the Group asked the board of C Y Foundation to provide further details to facilitate its decision on the proposed fund raising.
As the board of directors of the Group noticed from the media report that there might be certain possible regulatory issues relating to C Y Foundation and/or certain directors/shareholders of C Y Foundation and the trading in shares of C Y Foundation was suspended since 31 August 2010 pending the release of an announcement by C Y Foundation in relation to information which is considered to be price sensitive in nature. As such, the board has decided not to proceed with the possible offer at this juncture.
The Group passed the major transaction on the acquisition of copyrights in a film.
The Group’s subsidiary in the PRC, Boss (China) Limited (“Boss China”), and Grand Business (Beijing) Educational and Cultural Development Company Limited (“Grand Business”) agreed to commence exclusive cooperation on the joint construction and operation of online education platform, video production platform, reward redemption platform and advertisement broadcasting platform. As the business features of the joint construction and operation of the four platforms are sufficient to support the EPC business, the three cooperative framework agreements dated in May 2010, relating to the acquisition of EPC reward redemption platform and related assets, acquisition of distribution and redemption platform for electronic products and acquisition of advertisement broadcasting platform would not be proceeded.
The Company, Need Education Program Office (“Need Education”) and博思夢想文化傳播有限公司 (transliterated as Boss Dream Cultural Communication Company Limited (“Boss Dream”)) entered into a cooperative framework agreement to establish a cooperation for building the 10,000 education platforms with the alliance partners in mainland China with a view to promoting the programs of Need Education.
The Group and Ocean Space entered into the Sale and Purchase Agreement, pursuant to which the Group agreed to acquire the Sale Share and the Sale Loan of Legend Century for a total consideration of HK$600,000,000. The aggregate consideration for the Sale Share and the Sale Loan shall be settled by the Group in the following manner: (a) HK$5,000,000 has been paid in cash by the Company to Ocean Space on the date of the MOU as the Deposit; and (b) HK$595,000,000 shall be satisfied by the Group issuing the convertible bond to Ocean Space, or its nominees, on Completion.
The Group entered into the Acquisition Agreement with Nopo Group Limited (“Nopo Group”), pursuant to which the Group conditionally agreed to purchase the entire issued share capital of Nopo International Limited (“Nopo International”) at a consideration of HK$19,493,000. The Consideration shall be settled by the Group as to (i) a refundable deposit of HK$1,993,000, without interest, payable in cash by the Group to Nopo Group upon signing of the Acquisition Agreement; and (ii) the remaining balance of HK$17,500,000 by the issue of the consideration shares of the Group at an issue price of HK$0.125 upon completion. Nopo International is a company incorporated in Hong Kong with limited liability and its principal and only asset would be the right granted by a mobile location-based service provider, the company would be an agent of the products in the PRC and the sole franchised dealer in overseas markets.
The Group completed the acquisition on the entire issued shares of Legend Century.
The Group and China Innovation Investment Limited (“China Innovation”, Stock Code: 1217.HK) entered into a non-legally binding MOU in respect of the strategic co-operation in the civil and military dual-use optoelectronic industry. Pursuant to the MOU, China Innovation will base on its first-right of refusal to invest in the LED Optoelectronic Project of CNGC to provide support to the Group on the manufacturing, assembling and development of LED optoelectronic products and related civil and military dual-use products. The Group will provide strategic solutions and overseas distribution channels to the CNGC’s optoelectronic enterprises, which are principally engaged in manufacturing of LED optoelectronic products and are also subject to potential investment.
The Group entered into the MOU with Chi Mei Optoelectronics Corporation (“CMO”, stock code: 3009.tw) and Chi Mei Lighting Technology Corporation (“CMLT”) and in respect of the overall co-operation in the LED New Lighting Products and the LCD related commercial products and technologies. Pursuant to the MOU, the Group will provide product specification of the market demand, establish demonstration centres for the LED New Lighting Products in major cities of the PRC and provide distribution channels for the LED New Lighting Products in the PRC. On the other hand, CMLT will provide the parts for the LED new lighting products, provide the assembling and manufacturing flow process of the products and training to the manufacturers designated by the Group and use its commercially best effort to ensure long-term stable supply of parts and components and other up-stream products to the manufacturers.
The Group and Ocean Space entered into a supplemental MOU to extend the date for entering into the Formal Agreement to not later than 30 June 2008 in any event.
The Group and China Innovation entered into a cooperation letter of intent with Nanjing North Information Industry Group Co., Ltd. (南京北方資訊產業集團有限公司) (“NNII”), a wholly-owned subsidiary of CNGC, pursuant to which the three parties will make a joint investment in the share restructuring of Nanjing North Weihaw Optics Electronics Co., Ltd. (南京北方慧華光電有限公司 (“NNWO”) which is currently controlled by NNII. Upon completion of the restructuring, NNWO will continue to regard civil and military dual-use optoelectronic products as its principal scope of business, and will be renamed as 北方趨勢科技股份有限公司 (North Trendy Science and Technology Co., Ltd.) (tentatively, subject to approval by the State Administration for Industry and Commerce).
The Group and China Innovation announced that, China Opto-Electro Industries Co., Ltd (北京北方光電有限公司) (“COEI”), a wholly-owned subsidiary of CNGC, China Innovation and the Group entered into a cooperation framework agreement, pursuant to which China Innovation and the Group have been granted a first right of refusal to acquire not more than 30% equity interests or not more than 30,000,000shares in COEI under the capital restructuring of COEI. China Innovation and the Group have also agreed to contribute to COEI the first right of refusal to invest in SMOTL, Yunnan Tianda and NNWO to avoid potential competition.
The Group and Ocean Space are in negotiation to extend the date of the entering into of the Formal Agreement to a later date.
The Group and Ocean Space entered into the Second Supplemental MOU to further extend the date for entering into the Formal Agreement to not later than 30 September 2008.
The Group proposed to approve the change of name of the Company from “Quasar Communication Technology Holdings Limited” to “China Trends Holdings Limited”, and upon the change of name becoming effective, a new Chinese name “中國趨勢控股有限公司” will be adopted to replace“思拓通訊科技控股有限公司”.
The Group and the Vendor entered into the Sale and Purchase Agreement, pursuant to which the Company agreed to acquire the registered and paid up capital of Guangdong Allwin Culture Development Co., Ltd. (廣東愛威文化發展有限公司)(“Guangdong Allwin Culture”) in the amount of RMB24,000,000, representing 24% of the registered and paid up capital upon completion of the increase in capital at a consideration of HK$25,000,000. Besides, the Group and Ocean Space entered into the Third Supplemental MOU to extend the date for entering into the Legend Century Formal Agreement until the completion of the Due Diligence Review in order to have sufficient time for the completion of (i) the reorganisation of the Legend Century and its subsidiaries; and (ii) the Due Diligence Review.
The Group entered into a non-legally binding MOU with Ocean Space Development Limited (“Ocean Space”) for the potential acquisition of the entire issued share capital of Legend Century Investments Limited(“Legend Century”), an investment holding company. Its principal assets are the controlling stakes in Protex Systems Holdings Limited(“Protex”), the principal business of which is lift door advertisement publications and convenience store door advertisement publications in major cities of the PRC, particularly, Beijing, Shanghai, Guangzhou and Shenzhen. The Consideration is intended to be satisfied by the Group (i) in cash, or (ii) by allotment and issue of new Shares at an issue price of HK$0.35 per Share, which approximates the mean of the average closing prices of the Shares as quoted on the Stock Exchange for the last 30 and 60 trading days up to and including the date of the MOU, or (iii) issue of convertible bonds carrying rights to convert into new Shares at a conversion price of HK$0.35 per Share, or (iv) issue of promissory notes of the Company, or (v) a combination of any of the above.
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