Structured Lease Agreement definition
Examples of Structured Lease Agreement in a sentence
On 6 April 2023, CICT, a subsidiary of the Company entered into the Structured Lease Agreement with Ocean Driller III, an indirect wholly-owned subsidiary of CMG, the ultimate holding company of the Company.
Pursuant to the Structured Lease Agreement, CICT agreed to transfer all legal and beneficial right, title and interest in and to the Equipment to Ocean Driller III, and Ocean Driller III agreed to accept and be granted all legal and beneficial right, title and interest in and to the Equipment, with the intention that Ocean Driller III shall then immediately lease the Equipment back to CICT for the Lease Period.
The Equipment will be recognised as finance lease assets in the financial accounts of the Group on a consolidated basis as a result of the Structured Lease Agreement.
Taking into account of the above, the Directors, including the independent non-executive Directors, are of the view that the Structured Lease Agreement has been entered into on normal commercial terms and is in the ordinary and usual course of business of the Group and that the terms of the Structured Lease Agreement are fair and reasonable and in the interests of the Company and its shareholders as a whole.
The transactions contemplated under the Structured Lease Agreement constitute a connected transaction of the Company.
Pursuant to FAQ No. 052-2018 issued by the Stock Exchange, whilst the transaction contemplated under the Structured Lease Agreement will be accounted for as a financing arrangement by the Group according to HKFRS 16, the transfer of the legal ownership of the Equipment constitutes a disposal of assets by CICT and an acquisition of assets by Ocean Driller III under the relevant Listing Rules.
The obligation of Ocean Driller III to pay the Consideration is subject to satisfaction of the conditions precedent under the Structured Lease Agreement, including but not limited to, the delivery of a payment notice by CICT to Ocean Driller III.
Lease Period: The period commencing on the date on which the payment of the Consideration (or, if applicable, the Net Consideration) takes place (the “Remittance Date”) and ending on the date falling 364 days after the Remittance Date, unless terminated earlier in accordance with the provisions of the Structured Lease Agreement.
After comparing the terms offered by various financial leasing institutions (including but not limited to the interest rate proposed, the term of loan, administrative processes and security requirements), the Board is of the view that the terms and conditions under the Structured Lease Agreement are the most beneficial for the Group as a whole.
Subject to Ocean Driller III’s election, its obligation to pay the Consideration may be set off against CICT’s obligation to pay the Deposit under the Structured Lease Agreement, such that Ocean Driller III shall only be required to pay an amount equivalent to the Consideration less the Deposit (the “Net Consideration”).