Aceso Life Science Group Limited (HKEX: 474) has entered a landmark cross-shareholding agreement with Imagi Fin Group Limited (IFGL), a subsidiary of Imagi International Holdings (HK: 0585). The deal places Aceso at the center of a significant HK$167.32 million share subscription. This move marks a strategic step for both companies as they forge deeper financial ties in Hong Kong’s competitive investment landscape.
Overview of the Deal
The agreement structures a share-swap between Aceso Life Science and IFGL. Under the terms, IFGL issues new shares to Aceso Life Science. In return, Aceso allots shares of its own to IFGL. The overall transaction carries a combined value of approximately HK$177.16 million. This dual-direction structure creates cross-shareholding between the two entities. As a result, the deal strengthens both companies’ balance sheets and expands their investor bases simultaneously.
Key Terms of the Subscription Agreement
Share Allotment by Aceso
Aceso Life Science allots 1,476,350,000 of its own shares to IFGL. Furthermore, the subscription price for these shares stands at HK$0.12 per share. This pricing reflects the market and negotiated value agreed upon between both parties. Importantly, the transaction completes on an arm’s length basis, ensuring fair dealing between independent entities.
Subscription Value
Aceso subscribes for new shares in IFGL for a total consideration of HK$167.32 million. This amount represents Aceso’s direct investment in the Imagi subsidiary. Additionally, the broader share-swap structure values the entire transaction at HK$177.16 million.
How Was the Subscription Price Determined?
Imagi International Holdings released a supplemental announcement to clarify the valuation methodology. The subscription price rests on IFGL’s net asset value and an independently assessed market value. Crucially, this assessment uses the financial position of IFGL as of 30 November 2025 as its baseline.
The Asset-Based Valuation Approach
An independent valuer — engaged by the subscriber — chose the asset-based valuation method. This choice reflects the nature of IFGL’s business, which derives its value primarily from investment positions and liquid assets. Market-based and income-based approaches were considered, but both were deemed unsuitable for this transaction type.
Key Valuation Factors
The independent valuer applied several adjustments to arrive at the final figure. These included:
- Expected credit losses on accounts and loan receivables
- Market prices of Hong Kong-listed securities held by IFGL
- Book values of unlisted private equity investments, with appropriate adjustments
- A 9.88% discount for lack of marketability, reflecting the non-liquid nature of certain assets
Together, these factors ensured a transparent and robust derivation of IFGL’s equity value for transaction purposes.
Impact on Shareholding Structure
Imagi’s Reduced Stake in IFGL
Following the completion of the subscription, Imagi International Holdings’ direct stake in IFGL will drop to approximately 79%. Despite this dilution, IFGL remains a consolidated subsidiary of Imagi. Therefore, the group’s operational control over IFGL stays intact.
Imagi Becomes a Substantial Aceso Shareholder
Through the share allotment by Aceso, IFGL — and by extension Imagi — will acquire a stake of approximately 16.67% in Aceso Life Science upon deal completion. This makes Imagi a substantial shareholder of Aceso under HKEX listing rules. Consequently, both companies will maintain a significant financial interest in each other going forward.
About the Companies Involved
Aceso Life Science Group Limited
Aceso Life Science Group (HKEX: 474) listed on the Main Board of the Hong Kong Stock Exchange in June 2006. Today, it operates as a comprehensive investment holding group. Its business spans life sciences, financial services, construction machinery, property leasing, and property development. Looking ahead, Aceso aims to build a world-leading life science research platform by investing in and incubating top-tier life science companies globally.
Imagi Fin Group Limited (IFGL)
IFGL is an investment-focused subsidiary of Imagi International Holdings (HK: 0585). Its value comes primarily from portfolios of listed and unlisted securities, loan receivables, held-for-trading investments, and equity stakes in private companies. The group actively manages these assets across dynamic market conditions.
What This Deal Means for Investors
This cross-shareholding structure creates a tightly linked financial relationship between two publicly listed Hong Kong entities. For Aceso shareholders, the deal brings exposure to IFGL’s diversified investment portfolio. For Imagi shareholders, it delivers a meaningful 16.67% stake in a growing life science and financial services conglomerate. Moreover, the transparent, independently validated valuation adds credibility to the agreed pricing. Investors can therefore view this deal as a strategically negotiated move rather than a speculative play. Both companies benefit from enhanced capital linkages, broader market exposure, and reinforced financial credibility.
