LF International Pte. Ltd. made an offer to acquire an additional 59.1% stake in MEIGU Technology Holding Group Limited (SEHK:8349) from Huang Xuechao and others for HKD 47.3 million on April 15, 2021. Under the transaction, LF International Pte. Ltd. will acquire 236.4 million shares in MEIGU at a price of HKD 0.2 per share in cash. Huang Xuechao will sell 103.62 million shares representing 25.9% stake in MEIGU. In a related transaction, LF International Pte. Ltd. acquired 30.9% stake in MEIGU Technology Holding Group Limited from Jiang Guitang for HKD 24.7 million on April 15, 2021. Yunhong Group Co., Limited, an affiliated entity to LF International Pte. Ltd. holds 10% stake in MEIGU Technology Holding Group Limited. LF International Pte. Ltd. intends to finance the cash consideration payable under the offer through the non-revolving term loan facility of HKD 47.58 million made available by Forwin Securities. Titan Financial, financial advisor to LF International Pte. Ltd is satisfied that there are sufficient financial resources available to LF International Pte. Ltd to satisfy the amount of funds required for the full acceptance of the Offer. Following the close of the offer, LF International Pte. Ltd intends to continue the existing principal business of MEIGU. The executive Directors of MEIGU are, Cheng Dong and Shi Dongying and the independent non-executive Directors are Huang Xin, Tam Tak Kei Raymond and Ng Sai Leung. Cheng Dong and Huang Xin will resign from his office as a Director and it is intended that two executive Directors and one independent non-executive Director will be nominated by LF International Pte. Ltd. The proposed executive directors will be Li Yubao and Zhang Yaping. The proposed independent non-executive Directors will be Lee Man Tai. It is the intention of LF International Pte. Ltd. that there will be no material change in the existing management of MEIGU. LF International Pte. Ltd. has no intention to discontinue the employment of any employees of MEIGU. LF International Pte. Ltd. intends to maintain the listing of shares of MEIGU on the Stock Exchange. Li Yubao and the new Directors appointed to the Board of MEIGU Technology Holding Group Limited will jointly and severally undertake to the Stock Exchange to take appropriate steps to ensure that sufficient public float exists in the shares following the close of the offer. The offer is conditional upon LF International Pte. Ltd. having received acceptances in respect of voting rights which, together with the shares already owned by it or parties acting in concert with it, will result in LF International Pte. Ltd and parties acting in concert with it in aggregate holding more than 50% of the voting rights of MEIGU Technology Holding Group Limited at or before 4:00 p.m. (Hong Kong time) on June 11, 2021. MEIGU established the Independent Board Committee, comprising all the three independent non-executive Directors namely, Huang Xin, Tam Tak Kei Raymond and Ng Sai Leung to advise the Independent Shareholders as to whether the terms of the Offer are, or are not fair and reasonable and as to the acceptance of the Offer. The closing date of the offer is June 11, 2021. Titan Financial Services Limited and Leung Hoi Yuen Arthur of Forwin Securities Group Limited acted as the financial advisors to LF International Pte. Ltd. Aaron Wong and Wesker Poon of Sorrento Capital Limited acted as financial advisors to Independent Board Committee and the Independent Shareholders of MEIGU Technology Holding Group Limited. Tricor Investor Services Limited acted as the registrar to MEIGU Technology Holding Group Limited. LF International Pte. Ltd. cancelled the acquisition of an additional 59.1% stake in MEIGU Technology Holding Group Limited (SEHK:8349) from Huang Xuechao and others on May 21, 2021. The transaction was terminated as the Independent Board Committee based on the independent advice and recommendation of Sorrento Capital Limited recommended the shareholders that the terms of the offer (including the offer price) are not fair and reasonable so far as the Independent Shareholders are concerned. Sorrento Capital Limited considered that the terms of the offer (including the offer price) is not fair and reasonable and accordingly recommend the Independent Board Committee to advise the independent shareholders not to accept the offer. The Offer lapsed on June 11, 2021 and there will be no extension or revision of the Offer.