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Lifestyle China Group Limited Lifestyle China Group Limited 利福中國集團有限公司 (Incorporated in the Cayman Islands with Limited Liability)

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Lifestyle China Group Limited Lifestyle China Group Limited 利福中國集團有限公司 (Incorporated in the Cayman Islands with Limited Liability) 利福中國集團有限公司 Lifestyle China Group Limited Lifestyle China Group Limited 利福中國集團有限公司 (incorporated in the Cayman Islands with limited liability) Stock Code: 2136 Lifestyle China Group Limited LISTING BY WAY OF 利福中國集團有限公司 INTRODUCTION Sponsor IMPORTANT If you are in any doubt about any of the contents of this listing document, you should obtain independent professional advice. LIFESTYLE CHINA GROUP LIMITED 利 福 中 國 集 團 有 限 公 司 (incorporated in the Cayman Islands with limited liability) LISTING BY WAY OF INTRODUCTION OF THE ENTIRE ISSUED SHARE CAPITAL OF THE COMPANY ON THE MAIN BOARD OF THE STOCK EXCHANGE OF HONG KONG LIMITED Stock Code: 2136 Sponsor Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this listing document, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this listing document. This listing document is published in connection with the Introduction on the Main Board of the Stock Exchange and contains particulars given in compliance with the Securities and Futures (Stock Market Listing) Rules (Chapter 571V of the Laws of Hong Kong) and the Listing Rules solely for the purpose of giving information with regard to our Group. This listing document does not constitute an offer of, nor is it calculated to invite offers for, shares or other securities of our Company, nor have any such shares or other securities been allotted or issued with a view to any of them being offered for sale to, or subscription by, the public. No Shares will be allotted and issued in connection with, or pursuant to, this listing document. Your attention is drawn to the section headed ‘‘Risk factors’’ in this listing document. Information regarding the proposed arrangements for the listing of, and dealings and settlement of dealings in, our Shares following the Introduction is set out in the section headed ‘‘Information about this listing document and the Introduction’’ in this listing document. 30 June 2016 EXPECTED TIMETABLE (Notes 1 and 2) 2016 LastdayofdealingsinLifestyleSharesona cumentitlementbasis............ Monday,4 July FirstdayofdealingsinLifestyleSharesonanexentitlementbasis............ Tuesday,5 July Latest time for lodging transfers of the Lifestyle Shares cum entitlementtoourSharespursuanttotheDistribution..........................4:30p.m.on Wednesday, 6 July RegisterofmembersofLifestylecloses(bothdatesinclusive)..............Thursday,7 Julyto Monday, 11 July DistributionRecordDate................................................... Monday,11July RegisterofmembersofLifestylere-openson................................Tuesday,12July SharecertificatesofourSharestobedespatchedon....................... Thursday,14July Dealings in our Shares on the Stock Exchange expectedtocommenceat....................................................9:00a.m.on Friday, 15 July Payment to Lifestyle Excluded Shareholders of the net proceeds of the sale of our Shares which they would otherwise receive pursuant to theDistributiononoraround............................................. Friday,5 August Notes: (1) All times refer to Hong Kong local time. (2) The share certificates of our Shares are expected to be despatched to Lifestyle Qualifying Shareholders on Thursday, 14 July 2016 after the Stock Exchange grants its approval for the Listing, which is expected to be on or before Thursday, 14 July 2016. One share certificate of our Shares will be issued to each Lifestyle Qualifying Shareholder for the entitlement of our Shares, save for the share certificates to be issued to HKSCC Nominees Limited, which may be in such denominations as requested by HKSCC Nominees Limited. In the event the listing approval is not obtained on Thursday, 14 July 2016, the share certificates of our Shares may not be despatched on Thursday, 14 July 2016 and dealings in our Shares on the Stock Exchange may not commence on Friday, 15 July 2016. In such event, and before 9:00 a.m. on Friday, 15 July 2016, we will make an announcement of the above and (if necessary) of a revised timetable. – i – CONTENTS You should rely only on the information contained in this listing document to make your investment decision. We have not authorised anyone to provide you with information which is different from that contained in this listing document. Any information or representation not made in this listing document must not be relied upon by you as having been authorised by us, the Sponsor, any of their respective Directors or any other person or party involved in the Introduction. Page Expected timetable ................................................................. i Contents ........................................................................... ii Summary ........................................................................... 1 Definitions ......................................................................... 15 Risk factors ........................................................................ 30 Waivers from strict compliance with the Listing Rules .............................. 46 Information about this listing document and the Introduction ....................... 48 Directors and parties involved in the Introduction .................................. 50 Corporate information .............................................................. 53 Industry overview .................................................................. 55 Regulatory overview ................................................................ 74 History and development ........................................................... 100 Reorganisation ..................................................................... 112 The Distribution and Spin-off ....................................................... 119 Business ........................................................................... 122 Directors, senior management and staff ............................................ 190 Relationship with our Controlling Shareholders and the Lifestyle Group ............ 204 Continuing connected transactions ................................................. 218 Persons having notifiable interests under the SFO .................................. 240 Share capital ....................................................................... 242 – ii – CONTENTS Page Financial information ............................................................... 245 Future plans ........................................................................ 299 Appendices Appendix I — Accountants’ report ............................................... I-1 Appendix II — Unaudited pro forma financial information ........................ II-1 Appendix III — Property valuation ................................................ III-1 Appendix IV — Summary of the constitution of our Company and Cayman Islands company law ................................... IV-1 Appendix V — General information ............................................... V-1 Appendix VI — Documents available for inspection ............................... VI-1 – iii – SUMMARY This summary aims to give you an overview of the information contained in this listing document. As this is a summary, it does not contain all of the information which may be important to you. You should read the whole document before you decide to invest in our Shares. There are risks associated with any investment. Some of the particular risks in investing in our Shares are summarised in the section headed ‘‘Risk factors’’ in this listing document. You should read that section carefully before you decide to invest in our Shares. OVERVIEW We are an established operator of department stores based in the PRC. We operate Shanghai Jiuguang, Suzhou Jiuguang and Dalian Jiuguang. The department stores we operate are ‘‘lifestyle’’ department stores, with middle to upper-end market positioning and through our Jiuguang Brand in the PRC. According to the CIC Report, Shanghai Jiuguang ranked third in terms of retail sales value in 2015 in Shanghai’s department store market with approximately 2.4% market share. Suzhou Jiuguang ranked fourth in terms of retail sales value in 2015 in Suzhou’s department store market with approximately 2.7% market share. Our department stores are characterised by the ‘‘one-stop shopping’’, ‘‘shops-in-shop’’,and‘‘customer oriented’’ concepts, which we aim to offer quality goods and services, customer convenience and a comfortable shopping environment. In addition, we are in the process of developing our new department store also under the Jiuguang Brand to be housed in a complex to be developed by us on Daning Road, Jing’an District, Shanghai in the PRC which is targeted to be completed in December 2018 (i.e. our Daning Project). Our department stores offer a wide variety of goods ranging from daily necessities to luxury products as well as personal care services, such as hair and beauty salons, for meeting the needs of our customers. Depending on the location of the department stores, the merchandise are sold by means of concessionaire sales as well as direct sales and can be broadly categorised into apparels and fashion, cosmetics and accessories, household, toys and others, and food and confectionery. The merchandise mix and services provided by our department stores are reviewed and adjusted from time to time to
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