Oshidori International Holdings Limited

Imagi (0585) subsidiary lends HK$75m to Blue River (0498) at 5% p.a. for 12 months
Company announcement, 18-Jul-2022
Blue River is 28.53% owned by Imagi Chairman Osman bin Kitchell. As this is less than 30%, it is not a Connected Transaction under the Listing Rules. Imagi is 21% owned by Oshidori (0622). Trading in the shares of Blue River has been suspended since 20-May-2022.
Planetree (0613) part-subsidiary Maxlord Enterprises Ltd lends HK$75m at 4% p.a. to Oshidori (0622) money-lending subsidiary
Company announcement, 31-May-2022
Maxlord is owned 2/3 by Planetree and 1/3 by Blue River (0498). This facility follows an earlier 12-month HK$100m facility on 6-Jan-2022 at the HSBC prime rate. Planetree is 66.87% owned by Future Capital Group Ltd, which was 100% owned by Karen Lo Ki Yan until 17-Feb-2022, when Oshidori agreed to invest HK$750m for a 17.81% stake.
Planetree (0613) lends HK$85m to Osman Bin Kitchell and $90m to Kenneth Chan Chak Kai
Company announcement, 1-Mar-2022
The lender, Maxlord Enterprises, is 33.33% owned by Blue River (0498) and 66.67% by Planetree, which is 67.22% owned by Karen Lo Ki Yan. On 30-Dec-2021, Mr Kitchell bought 28.53% of Blue River from Oshidori (0622) for HK$160m. He is Chairman of Imagi (0585), which is 21.31% owned by Oshidori. On 17-Feb-2022, Oshidori invested HK$750m in 17.81% of Future Capital Group Ltd, which until then was 100% owned by Ms Lo. Blue River owns 48.23% of Paul Y. Engineering Group Ltd, of which Mr Chan owns 51.76%, including 10% held via Elemet Ltd, as at 4-Nov-2021. Blue River in Dec-2021 terminated a proposed purchase of his total stake in PYE after the Stock Exchange classified it as a Reverse Takeover.
Oshidori (0622) invests HK$750m in 17.81% of Future Capital Ltd
Company announcement, 17-Feb-2022
Prior to this, the target was 100% owned by Karen Lo Ki Yan. It "principally engages in property investments". Oshidori is 19.89% owned by Peak Trust Company - NV of Nevada for "Oshidori Kyushu Children's Trust" and 9.41% by Viola Mak Siu Hang via VMS Investment Group Ltd.
Planetree (0613) part-subsidiary lends HK$100m to Oshidori WW Resources Ltd
Company announcement, 6-Jan-2022
The money-lender, Maxlord Enterprises Ltd, is 2/3 owned by Planetree and 1/3 by Blue River (0498). The borrower is also a money-lender and a 100% subsidiary of Oshidori (0622).
Osman Bin Kitchell buys 28.53% of Blue River (0498) from Oshidori (0622) for HK$160mOshidori filing
Disclosure of interest, 30-Dec-2021
The price per share is $0.5079, a 435% premium to the closing price on 30-Dec-2021. As of 30-Dec-2021, the stock remains in the custody of Planetree Securities Ltd. Mr Kitchell is Chairman of Imagi (0585) which is 21.31% owned by Oshidori at its last filing.
Touyun Biotech (1332) discloses ownership of "Purchaser B" in its sale of Hope Capital LtdPrevious announcement
Company announcement, 12-Nov-2021
Cordoba Homes Ltd is 61.99% owned by "a private family trust with Mr. Eugene Chuang as the sole beneficiary" and 28.08% owned by China Evergrande (3333). The other 9.93% is owned by "an independent third party". Note: we've been tracking Cordoba for years as part of the "Chung Nam Network". Various listed companies have held stakes in Cordoba Homes, but this is the first time we've seen China Evergrande as a shareholder.
Touyun Biotech (1332) subsidiary sells Hope Capital Ltd to Imagi (0585), Oshidori (0622), Cordoba Homes (30% each) and David Ki (10%) for HK$160mImagi announcement
Company announcement, 1-Nov-2021
The vendor is 61.01% owned by Touyun Biotech, 27.29% owned by Blue River (0498) and 11.71% by David Ki. Oshidori owns 28.53% of Blue River and 21.31% of Imagi. The target owns Hope Securities Ltd. The ownership of Cordoba Homes Ltd is not disclosed. Mr Ki previously sold Hope Capital Ltd to the vendor in a share-swap transaction which completed on 10-Dec-2020, less than a year ago. All the listed companies and Cordoba are in what we call the "Chung Nam Network", members of which frequently deal with each other.
Oshidori (0622) buys 100m (4.27%) of H-shares of Shengjing Bank (2066), increasing stake to 12.52% for HK$700m
Company announcement, 20-Oct-2021
As this was a (huge) on-market purchase, Oshidori states that it doesn't know who sold the stock. This follows the partial sale by China Evergrande (3333) on 28-Sep-2021 of domestic shares of the bank to a local government entity, and Oshidori's exit from Evergrande Vehicle (0708) on 30-Sep-2021. Oshidori calls the "opportunity to co-invest with Shengyang Government" in the bank a "silver lining". The H-share class is 26.61% of the bank's shares, so Oshidori's increased equity stake is 3.33%.
Blue River (0498) exits Evergrande Vehicle (0708) crash at HK$3.23/share
Company announcement, 4-Oct-2021
In its annual report at 31-Mar-2021, Blue River held the 18.29m shares at $57.80 with an unrealised gain of $850m, so it is taking a 94.4% loss from there, or $998m. The report stated that Blue River's investment "is for trading purpose and aims to realise the gain in the future subject to market conditions". Blue River is 28.53% owned by Oshidori (0622), which also exited Evergrande Vehicle last week. Blue River also sold smaller holdings in China Evergrande (3333) and Evergrande Property Services (6666).
Oshidori (0622) exits Evergrande Vehicle (0708) crash at $2.40/shareSupplemental announcement
Company announcement, 30-Sep-2021
In the 2020 Annual Report, management wrote "The investment… will bring a healthy return in the medium to long run". This was despite the SFC having warned the market that on 5-Aug-2020, the top 19 holders held 94.82% of the stock, following a rapid escalation of the price. At 31-Dec-2020, Oshidori held the stock at $30.20 (HK$4,175m), so the sale will involve a 92% comprehensive loss from that point, or $3,843m, excluding tax and expenses. Oshidori also holds 8.25% of the H-shares of Shengjing Bank (2066), in which Evergrande (3333) was the largest equity holder until last week's fire sale to an SOE.
Blue River (0498) buys 55m shares (0.90%) of Oshidori (0622) for HK$31.2m
Company announcement, 5-Jul-2021
Blue River (0498) supplemental info on CB issuer Co-lead Holdings Ltd
Company announcement, 4-Jun-2021
A "listed company with a minority shareholding" (that would be Freeman, 0279, in provisional liquidation) is "purportedly unable to obtain access to the books and records of the Issuer due the the non-cooperation of the Issuer's management". On the other hand, Blue River says it has no such problems, and names the sole director of Co-lead, Ms Gloria Ip Yeuk Ping. Co-lead is a hub company in what we call the "Chung Nam Network".
PYI (0498) subscribes HK$100m for CB in brokerage subsidiary of Imagi (0585)PYI announcement
Company announcement, 13-Apr-2021
Imagi and PYI are 19.08% and 28.53% owned by Oshidori (0622) but technically this is not a Connected Transaction under the Listing Rules for either company because neither is an "associate" (30% owned) by Oshidori (a connected person of both). All 3 companies are in what we call the "Chung Nam Network".
Tom Lau Ko Yuen sells 28.54% of PYI (0498) at $0.495 per shareDisclosure of interest
Company announcement, 12-Mar-2021
That's a 39.4% premium to the closing price of $0.355 per share. No takeover bid is required as it is just below the 30% threshold - a takeunder. A subsequent disclosure of interest reveals the buyer is Oshidori (0622).
Celebrate (ex-8212): liquidators FTI Consulting were appointed on 27-Jul-2020 (6 months ago)
Company announcement, 2-Feb-2021
Allan Yap declared bankrupt
HK Court of First Instance, 7-Aug-2020
Of the 3 petitioning creditors, Bloom Right Ltd and Unique Rosy Ltd are owned by Huarong Investment Stock (2277) and Plenty Choice Investments Ltd is owned by China Huarong Asset Management (2799), the parent of 2277. Of the 2 supporting creditors, CW Financing Ltd is or was owned by Cordoba Homes Finance Ltd and Citizens Money Lending Corp Ltd is owned by Enerchina (0622), both being members of what we call the "Chung Nam Network".
Planetree (0613) subsidiary Planetree (Cayman) Capital Ltd (formerly Liberty Capital Ltd) buys out remaining minoritiesCTT announcement
Company announcement, 4-Aug-2020
9.8% comes from Oshidori (0622) and 8.0% from China Touyun Tech (1332), at a total price of HK$93.6m ($117,000 per share).
Celebrate (8212) update
Company announcement, 2-Jul-2020
After Citizens (owned by Oshidori, 0622) on 12-May applied for winding-up in HCCW 95/2020, and after Manivest (appointed by Southwest, 0812) on 13-May applied for interim receivers in HCMP 469/2020, Citizens on 18-May applied to intervene in that case, to be heard on 18-Jun, but on 15-Jun Manivest applied to join HCCW 95/2020 and appoint their choice of liquidators, RSM, so on 18-Jun they withdrew HCMP 469/2020. The liquidation hearing is set for 9-Jul. Meanwhile on 19-Jun, Southwest wrote to the judge regarding the withdrawal, making what Celebrate calls "completely unfounded allegations against the Board… and other parties" and enclosing a chart. In response, the Board now adjourns the EGM requisitioned by Manivest (who have a 64.66% shareholding) to replace the Board which was scheduled for 3-Jul.
Master Glory (0275): winding up order
HK Court of First Instance, 1-Jun-2020
The 3 petitioners are all members of the China Huarong group. Of the supporting creditors, Advance Tech Ltd is owned by ITC Properties (0199) and Citizens Money Lending Corp Ltd is owned by Enerchina (0622). Justice Jonathan Harris writes that on the morning of the hearing, the company produced a "vague and unsophisticated" affirmation claiming that the "principal shareholder" (Allan Yap) is attempting to sell assets in the Mainland to settle debts. The judge calls the situation "ridiculous" and orders a winding-up.
Celebrate (8212): receivers of controlling shareholding seek interim receivers or transaction limit on Celebrate's assets
Company announcement, 15-May-2020
The summons was filed on 13-May-2020, the day after Citizens Money Lending Corp Ltd (owned by Oshidori, 0622) filed a petition seeking a winding-up. The receivers were appointed by Southwest Securities (0812) which provided a loan for the 2017 takeover by Michael Ng Kwok Wing (via Nieumarkt Investments Ltd), secured on the controlling shareholding.
Citizens Money Lending Corp Ltd seeks winding-up of Celebrate (8212)
Company announcement, 14-May-2020
The winding-up petition was filed in the HK High Court on 12-May-2020. Citizens is wholly-owned by Oshidori (0622). The petition claims a debt of HK$27.16m pursuant to a loan agreement dated 25-Jan-2019. This comes just 7 days after the receivers of the controlling shareholding petitioned the court to appoint a receiver over the company's assets.
Imagi (0585) swaps 16.63% of itself for 1.93% of Oshidori (0622)Oshidori announcement
Company announcement, 6-Apr-2020
This is the second swap between the two. The first was announced on 16-Mar-2017. Oshidori already owns 2.94% of Imagi, so this will raise the stake to 19.08%.
Hao Tian (1341) swaps 12.37% of itself for 3.13% of Oshidori (0622)Oshidori announcement
Company announcement, 2-Apr-2020
The issue dilutes Hao Tian Development (0474) from 71.47% to 62.63%.
Planetree (0613): supplemental disclosure on the other holders of Liberty Capital Ltd
Company announcement, 14-Feb-2020
Referring to its earlier announcement of a capital injection into Liberty Capital Ltd, Planetree now confirms the identity of the other holders. "Investor A" is Oshidori (0622) and "Investor B" is China Touyun Tech (1332). We note that Oshidori first mentioned the subscription of 440 shares in its interim results on 28-Aug-2019, and CTT first mentioned the subscription of 360 shares in its interim results on 23-Aug-2019. There is still no explanation of how the issued shares were reduced from 3800 to 2800 before the capital injection.
CEGFL (0379) swaps property vehicle for 35% of Top Insight, a subsidiary of Planetree (0613)Planetree announcement
Company announcement, 23-Jan-2020
Prior to this, Top Insight is 100% owned by Planetree (BVI) Capital Ltd, which is indirectly 100% owned by Planetree (Cayman) Capital Ltd, which is 82.22% owned by Planetree (0613), 9.78% owned by Oshidori (0622) and 8.00% owned by China Touyun Tech (1332). The deal basically combines 2 properties under one holding joint venture.
Planetree (0613) injects HK$227.7m into subsidiary Liberty Capital LtdCircular
Company announcement, 22-Jan-2020
This increases its stake from 2000/2800 (71.43%) to 3700/4500 (82.22%). The remaining holders will be "Investor A" with 9.78% and "Investor B" with 8.00%. After Planetree's original investment in Liberty, there were 3800 shares and it held 52.63%, so this also begs the question: when were 1000 shares cancelled?
Celebrate (8212): Citizens Money Lending Corp Ltd appoints Mr Tang Shing Tung as Receiver of all assetsAnnual report
Company announcement, 4-Jul-2019
This is pursuant to a debenture created on 25-Jan-2019 and an alleged event of default. We note that Vincent Chow Chi Wah, INED of Celebrate since 31-Aug-2018, is Managing Director of Oshidori (0622), which owns the lender. In our view, directors of creditors, which are in a commercial relationship and rank ahead of shareholders on a liquidation of a company, should not also act as INEDs. Update: Celebrate's annual report at 30-Jun-2019 shows that it borrowed HK$100m under the facility and had invested $50m in Oshidori shares during the 6 months to June.
Huarong and the Chung Nam Network
Webb-site can reveal another SFC investigation underway involving dealings in Pak Wing (8316). The manipulation of this GEM bubble reveals another connection between China Huarong (2799) and what we call the "Chung Nam Network". The more we scrutinise Huarong, the worse it looks. Will the State end up bailing out the bailer? (3-Oct-2018)
Imagi (0585) proposes share issue to VMS Investment Group LtdTermination
Company announcement, 11-May-2018
This exhausts the 20% general issue mandate. The HK$124m net subscription proceeds would be distributed as part of a $172m special dividend, so this becomes an exercise in changing the ownership structure. VMS would have 16.67% while Enerchina (0622) would be diluted to 16.48% and Murtsa Capital to 5.74%. Their combined holding would be 38.89%, over the 30% takeover threshold if they are acting in concert. Update: on 4-Jul-2018 the deal was terminated due to "protracted regulatory processes".
China Touyun (1332) sells 11.78% of Win Wind back to Enerchina (0622) for an IOU
Company announcement, 25-Jan-2018
Both companies are in what we call the "Chung Nam Network".
Enerchina (0622) terminates acquisition of 70% of HEC Securities Co Ltd
Company announcement, 1-Jan-2018
Landing (0582) controller moves 33.84% from Future Stars Securities to Enerchina Securities
Enerchina Securities is owned by Enerchina (0622) and is part of what we call the "Chung Nam Network". The controller of Landing is its Chairman, Yang Zhihui. We could be in for a hard Landing. (20-Dec-2017)
Pak Wing (8316): restoration of public floatCCASS movements
Company announcement, 13-Jul-2017
After the purchase of 600m shares (75%) at $0.50 by 27 year-old Mr Zhang Weijie and a general offer via Freeman Securities, he held 84.32%. He has now placed the 74.52m excess shares (9.32%), again via Freeman, at the same $0.50 price, a deep discount to the market price of $1.45. Our CCASS analysis shows the shares moving to the custody of Win Wind Securities Ltd. Both Freeman and Win Wind are in what we call the "Chung Nam Network". Freeman is a subsidiary of Freeman Fintech (0279) and Win Wind is a subsidiary of Enerchina (0622).
Enerchina (0622) blows 10% option limit in one goExercise disclosure
Company announcement, 5-Jul-2017
The 10-year options have a combined exercise price of HK$197.02m. Note: all of the options were exercised 6 days later. They were desposited into the CCASS account of Enerchina Securities Ltd over 5 consecutive trading days, 14-20-Jul-2017.
Enerchina (0622) buys remaining 70% of HEC Securities Co Ltd
Company announcement, 21-Mar-2017
Another deal in what we call the "Chung Nam Network". Enerchina fails to say who owns the vendor, Satinu Resources Group Ltd, except that Enerchina owns 6.06% of it. The price is $1225m, a 69% premium to the attributable net assets of $723m. Satinu is Unitas backwards. The network has other companies using name reversal: Astrum and Murtsa.
Imagi (0585) swaps 16.45% of itself for 3.38% of Enerchina (0622)Enerchina announcement
Company announcement, 16-Mar-2017
Another deal in the "Chung Nam Network".
NIF (1227) proposes debt settlement with shares and CB issuesLapse
Company announcement, 9-Feb-2017
The now $30.8m debt was assigned on 20-Jun-2016 by Hansom Finance Ltd to Citizens Money Lending Corp Ltd. Unstated is that Hansom is owned by Freeman (0279), which sold Citizens to Enerchina (0622) on 19-Jul-2016. All companies are in what we call the "Chung Nam Network". NIF is a Chapter-21 investment company which holds shares in a number of CNN hub companies. Update: after several delays due to "additional disclosure requirements" and "prolonged review" by the Stock Exchange, the settlement lapsed on 31-Oct-2017 when "certain conditions" were not met.
Enerchina (0622) buys 30% of HEC Securities Co Ltd for HK$525m
Company announcement, 15-Dec-2016
As far as we know, the vendor is 100% owned by HEC Capital Ltd, a hub in what we call the "Chung Nam Network". The price is a $236m premium to the attributable net assets at 30-Sep-2016. Enerchina already has an 88.22% subsidiary in financial services called Win Wind Capital Ltd, which owns Win Wind Securities Ltd.
Hiding behind the cornerstones
Webb-site reveals that investors who took 31% of a bank IPO had secretly laid off their risk by issuing derivatives to a mainland property developer from the same city, via two HK-listed companies which incidentally are bubble stocks. When we complained, HKEX did not require disclosure of the bank’s identity, thereby preserving the secrecy behind the cornerstone investors which facilitate HKEX’s IPO business. Once again, the regulatory conflict of interest is exposed. (3-Oct-2016)
The Joint Global implosion
A collapse in a hub of the "Chung Nam Network" has wiped about HK$2bn off the balance sheets of at least 11 listed companies, many of which never announced that they had invested in it. We piece together an ugly jigsaw and call on the SFC to investigate and HKEX to wake up and require announcements. (30-Sep-2016)
China Innovative Finance (0412) bubble
Hao Tian Development (0474) has confirmed our view by dumping 9.06% of CIFG at a 61.9% discount, still well above the net tangible asset value of $0.099. CIFG should trade below NTAV due to its appalling governance and membership of what we call the "Chung Nam Network". The purported profits of its leasing division are largely illusory and depend heavily on 1 customer in which CIFG has invested. HTD has also been allowed by HKEX to skirt the Listing Rules on corporate transactions. (26-Sep-2016)
Enerchina (0622) to buy Smart Jump Corp from Freeman (0279)Freeman announcement
Company announcement, 15-Aug-2016
China Opto (1332) discloses the junk held by Win Wind Capital Ltd
Company announcement, 28-Jun-2016
This follows a complaint filed by Webb-site on 23-Jun-2016 that the Major Transaction circular, which was presumably vetted by the Stock Exchange, failed to include any information on the underlying investments held by Win Wind Capital Ltd, with which China Opto is engaged in a share swap. Several of the stocks are in what we call the "Chung Nam Network".
China Optoelectronics (1332) swaps 28.56% of itself for 11.78% of Win Wind Capital LtdEnerchina announcement
Company announcement, 30-Mar-2016
Prior to this, Win Wind is 100% owned by Enerchina (0622). Both companies are in what we call the "Chung Nam Network".
China Optoelectronics (1332) subscribes CB in Win Wind Capital Ltd
Company announcement, 23-Dec-2015
Another deal in what we call the "Chung Nam Network". We believe that Win Wind Capital Ltd was formerly known as Enerchine Capital Ltd. It is owned by Enerchina Holdings Ltd (0622).
China Optoelectronics (1332) subscribes HK$80.03m for 3.45% of Freewill Holdings Ltd
Company announcement, 17-Jul-2015
Note: although the deal was stated to be subject to a due diligence investigation "to be carried out", this investigation was apparently completed within 1 hour and 12 minutes after the 22:48 announcement, because the subsequent interim report states that the transaction completed the same day. Freewill is a hub invested by 4 other listed companies in what we call the "Chung Nam Network".
Mission Capital (1141) subscribes HK$440m for shares in Freewill Holdings LtdFreeman announcement
Company announcement, 2-Jul-2015
This gives MC 23.05% of FHL, while Willie (0273) will own 26.70% and Freeman Financial (0279) will own 50.25%. However, on the same day, Freeman announced that FHL has also agreed to issue shares to Enerchina (0622) so if both deals complete then MC will be diluted to 20.77%. All are in the "Chung Nam Network".
Enerchina (0622) buys 1.5bn shares (5.58%) of Mascotte (0136) for HK$210m
Disclosure of interest, 14-Jan-2015
This is an off-market transaction and increases its stake to 9.51%. The 5-day average market cap of Enerchina before the purchase was $1432m, so the "consideration ratio" is 14.7% and this should be a Disclosable Transaction under the Listing Rules. Enerchina has not made any announcement. In our view, Enerchina has just bought into the Mascotte bubble.
Subscription agreement between Hao Tian (0474) and HEC Capital Ltd dated 18-Sep-2012
Company filing, 2-Jul-2014
This is a recent filing under the Takeovers Code. Schedule 1 reveals the shareholdings in HEC Capital Ltd on the subscription date, including 10 other listed companies which we consider to be in the "Chung Nam Network".
Enerchina (0622) buys CU Group Investments Ltd from HEC Capital Ltd
Company announcement, 4-Dec-2012
Another deal in the "Chung Nam Network". Interestingly, this gives them Radland International Ltd (a broker) but not its sister Chung Nam Securities Ltd.
Enerchina (0622): late disclosure of sale of 500m shares (10.95%) of Mascotte (0136)
Company announcement, 10-Apr-2012
The original purchase price was $0.40 per share, $200m in total, and they have been sold for $40.26m, or about $0.0805 per share, an 80% loss.
Enerchina (0622) subscribes HK$200m in shares of Mascotte (0136)
Company announcement, 6-Jul-2011
Another deal in the Chung Nam Network, following Enerchina's earlier investments of HK$300m in Cordoba homes and HK$200m in Hennabun.
Enerchina (0622) invests HK$300m in 18.01% of Cordoba Homes Ltd
Company announcement, 25-Jan-2011
Before this, Cordoba is owned as follows: 40.71% owned by "a listed company". That is Willie (0273), 17.57% by Hennabun, into which Enerchina has already sunk HK$200m, and 32.94% and 8.78% owned by "two private companies". The last time we heard, those are Ristora Investments and Supreme Castle Investments, owned by Karen Lo Ki Yan and Paul Suen Cho Hung respectively. Enerchina is now firmly part of what we call the "Chung Nam Network".
Freeman (0279) subsidiary Hennabun issues HK$200m in shares to Enerchina (0662)
Company announcement, 4-Nov-2010
Freeman also lends $500m to Hennabun from 1-Nov-2010, to be reduced to $250m by 31-Dec-2010.
Enerchina (622) sinks HK$200m into Hennabun, subsidiary of Freeman (0279)
Company announcement, 1-Nov-2010
Hennabun, the core of the Chung Nam network, has been loss-making for the last 7 years, totalling losses of $1,112m.
China Strategic bubble
We warn investors of a bubble in the stock of China Strategic, the 80% owner of the proposed buyer of Taiwan's Nan Shan Life Insurance, partly financed by a massive note issue convertible into 78bn shares at $0.10 each. We publish the placing list and analyse the names in the deal. Finally, we warn investors to avoid 7 companies in the "Chung Nam network", which has lost HK$6.2bn in 5 years. (13-Nov-2009)
The paid advert opposing the blackout rule
With links to the signatories in Webb-site Who's Who. (29-Dec-2008)
Emperor 'sorry' on arrest reaction
South China Morning Post, 5-May-1995

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