FE CONSORT INTL(00035) and CHOW TAI FOOK Enterprises will engage in asset swapping with The Star.

FE CONSORT INTL (00035) announces that on March 7, 2025, the company has entered into a memorandum of understanding with CHOW TAI FOOK Enterprises Limited (including its subsidiaries, CHOW TAI FOOK Enterprises) and The Star Entertainment Group Limited (Australia Stock Exchange: SGR) (including its subsidiaries, The Star) regarding the joint development projects of Queen's Wharf Brisbane (QWB project) in Brisbane, Queensland, Australia, and Broadbeach Island (Gold Coast project) in Gold Coast, Queensland, Australia, as well as certain hotel and parking assets in Brisbane currently owned or co-owned by The Star (strategic assets). The company and CHOW TAI FOOK Enterprises (referred to collectively as "joint venture partners") will engage in asset exchange with The Star as follows: - The Star will sell its 50% joint venture interest in the QWB project to the joint venture partners through repurchase or capital reduction (at nominal value) or through other agreed means, so that the joint venture partners will collectively own 100% equity interest in the QWB project upon completion. The joint venture partners will assume all equity funding responsibilities related to the QWB project starting from March 31, 2025. The Star also agrees to terminate the entertainment management agreement for the QWB project, but will continue to provide management services as stipulated under the agreement until March 31, 2026 (unless extended by the joint venture partners), with a fixed monthly fee of AUD 5 million until June 30, 2026, and AUD 6 million thereafter, during which an orderly transition will take place. The QWB project is a world-class entertainment and leisure district located in the heart of Brisbane's central business district, one of the fastest-growing cities in Australia and the host city for the 2032 Olympics and Paralympics. - The joint venture partners will acquire the strategic assets from The Star, which include 100% equity in the Treasury Hotel, 100% equity in the Treasury Car Park, and 50% equity in the Festival Car Park, all adjacent to the QWB project in Brisbane, and strategically important to the QWB project. - The Star will acquire a total of 66.67% joint venture interest in the Gold Coast project from the company and CHOW TAI FOOK Enterprises. The project consists of two hotel towers (the first tower - Emperor and the second tower - Andaz) located on Broadbeach Island in Gold Coast, Queensland, Australia, while the joint venture partners retain certain rights to participate in the next development project tower. - The joint venture partners will make staged cash payments to The Star totaling AUD 53 million (referred to as the remaining consideration), with an initial payment of AUD 35 million due by March 7, 2025. The third installment of the remaining consideration is AUD 8 million, subject to certain conditions and implementation of the proposed transaction structure as listed in the final agreement. Upon satisfaction of certain conditions, it is expected that the actual amount will be offset by several reimbursement mechanisms agreed upon within the memorandum of understanding. If the third installment is fully offset by the reimbursement mechanisms, the actual remaining consideration will be AUD 45 million.