Filing Details

NAMES OF REPORTING PERSONS

OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Kerry Group Limited

NAMES OF REPORTING PERSONS

OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Bright Magic Investments Limited

NAMES OF REPORTING PERSONS

OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Paxton Ventures Limited

NAMES OF REPORTING PERSONS

OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Super Class Ventures Limited

NAMES OF REPORTING PERSONS

OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

KUOK Khoon Hua

This Statement is being filed jointly by:-

(i)         Kerry Group Limited, a Cook Islands company (“KGL”); 

(ii)        Bright Magic Investments Limited, a British Virgin Islands company (“BMIL”); 

(iii)       Paxton Ventures Limited, a British Virgin Islands company (“PVL”); 

(iv)       Super Class Ventures Limited, a British Virgin Islands company (“SCVL”); and 

(v)        Mr. KUOK Khoon Hua 

(each a “Reporting Person” and together, the “Reporting Persons”).

BMIL is a wholly-owned subsidiary of KGL. PVL and SCVL are indirect associates of KGL (i.e. KGL indirectly owns and controls more than 20% but less than 50% in PVL and SCVL). KGL may be deemed to own beneficially (as that term is defined in Rule 13d-3 under the Act) the Shares held by BMIL, PVL and SCVL.

Mr. KUOK Khoon Hua is an Independent Director of the Issuer. He is a Director of KGL, BMIL and SCVL and has indirect minority interest in KGL, BMIL, PVL and SCVL. He may be deemed to own beneficially (as that term is defined in Rule 13d-3 under the Act) the Shares held by BMIL, PVL and SCVL.

Shareholders of KGL comprise members of the Kuok family in Hong Kong and elsewhere, their relatives, past and present executives and employees of the Kuok group of companies, related trusts of some or all of the aforesaid and/or companies owned or controlled by any of them, and charitable foundations established by the Kuok family. No single shareholder owns 20% or more of the voting shares of KGL.

The directors of KGL are Mr. KUOK Khoon Chen (Chairman and Managing Director), Mr. KUOK Khoon Ean, Mr. KUOK Khoon Ho, Ms. KUOK Hui Kwong and Mr. KUOK Khoon Hua. The directors of BMIL are Mr. KUOK Khoon Hua and Mr. KWOK Ping Leong. The directors of PVL are Ms. Keren CHEN and Ms. TEO Ching Leun. The directors of SCVL are Mr. KUOK Khoon Hua, Ms. Keren CHEN and Ms. TEO Ching Leun.

The registered office of KGL is The Office of Cook Islands Trust Corporation Ltd, First Floor, BCI House, Avarua, Rarotonga, Cook Islands.

The registered office of PVL and SCVL is Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands.

The business address of BMIL, Mr. KUOK Khoon Hua and all directors of KGL, BMIL, PVL and SCVL is 31/F., Kerry Centre, 683 King’s Road, Quarry Bay, Hong Kong.

KGL is an investment holding company. It has diversified investments, including but not limited to, real estate, hotels and logistic services through its interests in Kerry Properties Limited, Shangri-La Asia Limited and Kerry Logistics Network Limited respectively, all of which are listed on the Hong Kong Stock Exchange.

BMIL’s principal business is investment and trading of financial instruments and equity securities.

PVL and SCVL’s principal business is investment holding in Shares of the Issuer.

Mr. KUOK Khoon Hua’s present principal employment is the Chairman and Director of Kerry Holdings Limited, a wholly-owned subsidiary of KGL incorporated in Hong Kong (“KHL”). He is also a director of a number of listed companies, including the Issuer.

The following is the present principal employment of directors of KGL, BMIL, PVL and SCVL named in this Item 2 other than Mr. KUOK Khoon Hua, whose principal employment is stated above:-

Chairman and Managing Director of KGL

Director of KHL and Chairman of Kuok (Singapore) Limited

Director of KGL

Chairman and Executive Director of Shangri-La Asia Limited (a company listed on the Hong Kong Stock Exchange and an associate of KGL)

Executive of KHL

Group Co-General Counsel of KHL

During the last five years, none of the Reporting Persons or, to the best knowledge of the Reporting Persons, any of the other persons named in this Item 2, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

During the last five years, none of the Reporting Persons or, to the best knowledge of the Reporting Persons, any of the other persons named in this Item 2, has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Mr. KUOK Khoon Hua is a citizen of Malaysia.

Mr. KUOK Khoon Chen, Mr. KUOK Khoon Ho and Ms. KUOK Hui Kwong are citizens of Malaysia. Mr. KUOK Khoon Ean, Mr. KWOK Ping Leong and Ms. TEO Ching Leun are citizens of Singapore. Ms. Keren CHEN is a citizen of the United Kingdom. 

(1)    As a percentage of 182,073,928 Class A Ordinary Shares outstanding as of February 28, 2018, as set forth in the Issuer’s Annual Report on Form 20-F for the year ended December 31, 2017.

(2)    KGL may be deemed to own beneficially (as that term is defined in Rule 13d-3 under the Act): (i) 467,461 ADSs and 1,333,333 Class A Ordinary Shares held by BMIL, (ii) 1,851,860 Class A Ordinary Shares held by PVL, and (iii) 6,593,750 Class A Ordinary Shares held by SCVL.

(3)    Represents 467,461 ADSs and 1,333,333 Class A Ordinary Shares held by BMIL.

(4)    Represents 1,851,860 Class A Ordinary Shares held by PVL.

(5)    Represents 6,593,750 Class A Ordinary Shares held by SCVL.

(6)    Mr. KUOK Khoon Hua may be deemed to own beneficially (as that term is defined in Rule 13d-3 under the Act): (i) 467,461 ADSs and 1,333,333 Class A Ordinary Shares held by BMIL, (ii) 1,851,860 Class A Ordinary Shares held by PVL, and (iii) 6,593,750 Class A Ordinary Shares held by SCVL. Mr. KUOK Khoon Hua disclaims beneficial ownership of such Shares for all other purposes.

In addition, 10,000 Class A Ordinary Shares (as Restricted Share Awards) were granted by the Issuer to Mr. KUOK Khoon Hua on November 21, 2017 pursuant to the 2009 Share Incentive Plan of the Issuer (as amended), among which 50% shall become vested on October 19, 2018, and the remaining 50% on October 19, 2019. KGL, BMIL, PVL and SCVL will not be deemed to own beneficially such Shares under Rule 13d-3 of the Act or otherwise. 

Share transactions effected by BMIL in the past sixty days:

(1)    ADSs acquired by BMIL in the open market through a broker:- 

Except as set forth in this Statement, none of the Reporting Persons or, to the best knowledge of the Reporting Persons, any other person named in Item 2 has effected any transaction during the past 60 days in the Class A Ordinary Shares.

Except as set forth in this Statement, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Class A Ordinary Shares.

Joint filing agreement dated June 14, 2018

Exhibit 2

By: /s/ KUOK Khoon Hua

Name: KUOK Khoon Hua

By: /s/ KUOK Khoon Hua

Name: KUOK Khoon Hua

By: /s/ Keren CHEN

Name: Keren CHEN

By: /s/ KUOK Khoon Hua

Name: KUOK Khoon Hua

KUOK Khoon Hua