Kingboard Holdings Announces Discloseable Transaction: Sale of Up to 130 Million KLHL Shares via Placing

Date: 18 March 2026
Company: Kingboard Holdings Limited (Stock Code: 148)
Transaction: Sale of shares in Kingboard Laminates Holdings Limited (KLHL, Stock Code: 1888) via block trade placement

Key Points for Investors

• Kingboard Holdings Limited has entered into a Block Trade Agreement with Citigroup Global Markets Limited to dispose of up to 130,000,000 shares of KLHL, representing approximately 4.15% of KLHL’s issued share capital.
• The Sale Price is set at HK\$21.0 per KLHL Share, representing:
  • An 8.7% discount to KLHL’s last closing price of HK\$23.00
  • A 4.5% discount to the average closing price over the previous 5 days (HK\$21.996)
  • A 4.6% discount to the average closing price over the previous 10 days (HK\$22.024)
• The sale is being conducted on a best effort basis by the Placing Agent, who will procure independent third-party investors. No placee is expected to become a substantial shareholder of KLHL following completion.
• Completion Date: Expected on 20 March 2026, subject to certain conditions.
• The transaction is classified as a discloseable transaction under Hong Kong Listing Rules, requiring notification and announcement but not shareholder approval.

Details of the Transaction

The block trade involves Kingboard Holdings selling up to 130 million KLHL shares through Citigroup Global Markets Limited. The sale represents a significant stake of 4.15% of KLHL, and will reduce the Group’s direct and indirect ownership from approximately 71.10% to 66.95%. Despite this reduction, KLHL will remain a subsidiary of Kingboard Holdings and its financial results will continue to be consolidated into group accounts. No gain or loss will be recognized in the Group’s consolidated statement of profit or loss as a result of this sale.

Net proceeds from the sale, after transaction costs, are estimated to be approximately HK\$2,720 million. The company intends to use these funds to enhance its liquidity position and for general working capital purposes, providing additional resources for ongoing operations and future development.

The sale is expected to increase the trading liquidity of KLHL shares on the market and broaden its shareholder base, which may promote more active trading and enhance KLHL’s overall market profile.

Key Conditions and Lock-Up Undertakings

• Completion Conditions: The sale is subject to several conditions, including no material adverse change in KLHL’s business, no suspension or limitation of trading on major global exchanges, no outbreak of hostilities or crises impacting financial markets, and the accuracy of the seller’s representations and warranties.
• Lock-Up Period: Kingboard Holdings has agreed not to sell or otherwise dispose of additional KLHL shares or related securities for 90 days following the closing date, except for the sale of the block trade shares and KLHL’s own issues.

KLHL Financial Highlights

• Net Profit (before tax):
  • 2024: HK\$1,735.4 million (audited)
  • 2025: HK\$3,059.7 million (unaudited)
• Net Profit (after tax):
  • 2024: HK\$1,330.1 million
  • 2025: HK\$2,442.1 million
• Net Assets (as at 31 December 2025): HK\$16,367.2 million

Potential Share Price Sensitivity and Shareholder Considerations

• The sale price is at a notable discount to recent market prices, which may influence short-term trading sentiment in both KLHL and Kingboard Holdings shares.
• The increase in KLHL’s public float and potential for increased trading liquidity could be positive for KLHL’s share price over time.
• The injection of HK\$2.72 billion in cash strengthens Kingboard Holdings’ balance sheet, potentially supporting future growth or acquisitions.
• The lock-up restriction prevents further share sales by Kingboard Holdings for 90 days, providing some stability to KLHL’s share price in the near term.
• Investors should monitor the placement’s market reception and any changes in major shareholdings as a result of the transaction.

Company Background

• Kingboard Holdings Limited: An investment holding company engaged in the manufacture and sales of laminates, printed circuit boards, chemicals, magnetic products, property development, and investments.
• Kingboard Laminates Holdings Limited (KLHL): Principally engaged in the manufacture and sale of laminates and related upstream materials.

Board Composition

The board comprises executive directors Mr. Cheung Kwok Wing, Mr. Chang Wing Yiu, Mr. Cheung Kwong Kwan, Mr. Ho Yin Sang, Mr. Cheung Ka Shing, and Ms. Ho Kin Fan, as well as independent non-executive directors Dr. Chong Kin Ki, Mr. Chan Wing Kee, Mr. Stanley Chung Wai Cheong, and Ms. Xu Liyin.

Disclaimer

This article is for informational purposes only and does not constitute investment advice or a recommendation to buy or sell any securities. Investors should conduct their own research and consult with professional advisers before making any investment decisions. The information is based on the company’s public filings as of 18 March 2026 and may be subject to change.

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