Sino Grandness sets RMB850m price for related-party sale of Garden Fresh, expects sizeable non-cash disposal loss but higher pro-forma EPS
Summary:
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Sino Grandness has signed a supplemental agreement with its founder-linked buyer to fix the final consideration for the sale of Garden Fresh Beverage Group at RMB850 million, referencing an independent valuation range of RMB842–1,108 million as at 31 December 2025.
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The consideration will be paid 10% upfront by offsetting RMB118.7 million of intercompany “Relevant Debts”, with the remaining 90% staggered in four cash instalments over up to 1,460 days, partially clearing the balance of those debts in the first tranche.
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Based on FY2025 unaudited numbers, the disposal is expected to crystallise a one-off non-cash loss of about RMB365 million versus the book value of Garden Fresh, cutting group NTA from RMB1,835.7 million to RMB1,469.9 million (NTA per share from 160 fen to 128 fen) on a pro-forma basis.
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Pro-forma EPS for FY2025 would nonetheless rise from 4.8 fen to 5.9 fen as the disposal removes a loss-making subsidiary (Garden Fresh booked a RMB12 million net loss in FY2025) and strengthens the group’s ongoing earnings profile.
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The deal is classified as a major transaction and an interested person transaction under SGX rules, with relative size tests of 66% (NTA) and 665% (consideration versus market cap); completion is subject to shareholder approval at an EGM and there is no certainty it will proceed.