S. DRAGON (08493.HK): Enters MOU to Dispose of Entire Stake in Dragon Emperor Holdings for HKD 1
NewTimeSpace News: On 13 August 2026 (after trading hours), Scorching Dragon Holdings Limited (stock code: 08493.HK) issued a voluntary announcement, stating that the Company has entered into a memorandum of understanding (MOU) with Mr. Yang Weijie (the Purchaser), pursuant to which the Company proposes to sell the entire equity interest in its wholly-owned subsidiary Dragon Emperor Holdings Limited (the Target Company) to the Purchaser (the Proposed Transaction), at a consideration of HKD 1, with the commercial terms to be further negotiated in good faith and determined under a legally binding formal agreement.
Under the MOU, the Company is required to grant the Purchaser an exclusive right to discuss, negotiate and finalize the formal agreement within 60 days from the date of the MOU (or such longer period as the parties may agree in writing), during which the Purchaser has the right to conduct legal, financial, commercial and compliance due diligence on the Target Company. The MOU terminates upon the earliest of: (i) a material breach by the Purchaser of its binding obligations that is not remedied within five business days of written notice; (ii) material false, misleading or incomplete information provided by the Company; or (iii) mutual written agreement to terminate. Save for certain provisions including exclusivity, confidentiality, termination and governing law, the MOU does not create any legally binding obligations on the parties.
According to the announcement, the Target Company is incorporated in the British Virgin Islands, with the Company being the legal and beneficial owner of all of its issued share capital. It is principally engaged in investment holding, with subsidiaries principally engaged in the operation and management of restaurants and holding the registrations of trademarks including "Dragon Emperor," "Dragon Seal," "Dragon Feast" and "Dragon Robe." As of the date of this announcement, all restaurants operated by the Target Company and its subsidiaries have been closed due to poor performance, and no business has been conducted since then. The Purchaser is a businessman who previously engaged in the real estate industry in Hong Kong/China, relocated to Cambodia in 2017 and currently operates quarries and commercial real estate business there; he is an independent third party of the Company and its connected persons.
The board considers that the Proposed Transaction presents a strategic opportunity for the Group to divest non-performing assets that have long weighed on the Company, thereby improving the Group's financial position and devoting more resources to developing its new restaurant business. The Company noted that the Proposed Transaction, if materialized, may constitute a disclosable transaction, and that no formal agreement has been entered into as of the date of this announcement; the Proposed Transaction may or may not proceed. In addition, trading in the Company's shares has been suspended on the Stock Exchange since 20 October 2025 and will remain suspended until further notice, pending fulfillment of the resumption guidance.
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