Freewill Holdings Limited (MH)

China Smarter Energy (1004) tries to explain why it only got HK$1.2m for assets which others valued around 100x higher
Company announcement, 14-Apr-2023
CSE valued its 1.71% stake of Seekers Partners Ltd at 31-Dec-2021 at HK$0.04 per share or $1.126m, but on the same date, Shandong Hi-Speed (0412) valued its 2.91% stake at $4.396 per share ($211m), after a 25% discount for lack of marketability, and Touyun Biotech (1332) valued its 0.55% stake at $27m ($2.96 per share). CSE says it couldn't attract buyers because all 3 investees refused to provide financial data - to which SHS and Touyun apparently had access. Similar gross disparities apply to the stake in FreeOpt Holdings Ltd. In the end, CSE sold all 3 to Mr Au Yeung Kai Chor in order to finalise their overdue audited accounts and resume trading.
CST (0985) subscribes 1050 shares (7.39%) of Co-Lead Holdings Ltd for HK$250m
Company announcement, 7-Dec-2021
Co-Lead is a hub company in what we call the "Chung Nam Network". The announcement contains a partial list of its shareholders.
Oshidori (0622) discloses some owners of Co-Lead Holdings Ltd
Company announcement, 14-Jan-2021
The 2nd largest holder is Freeman (0279) with about 15%, and the 3rd-largest is a company owned by Maggie Au Tsui Yee. We can add that she is the wife of Roy Cho Kwai Chee, of "Enigma Network" fame.
Oshidori (0622) discloses some owners of Co-Lead Holdings Ltd
Company announcement, 28-Aug-2020
Co-Lead is 19.06% owned by Freeman (0279) and 52.28% owned by Freewill Holdings Ltd, which is 83.68% owned by Bob May Inc., which doesn't have any shareholders with more than 30%.
CST (0985) discloses ownership of High Rhine Ltd
Company announcement, 3-Aug-2020
It is 100% owned by Co-Lead Holdings Ltd, which is 52.28% owned by Freewill Holdings Ltd, which is 83.68% owned by Bob May Inc, which doesn't have any holders over 30%.
Freeman (0279) sells 10.57% of Satinu Resources Group Ltd to Co-Lead Holdings Ltd
Company announcement, 7-Feb-2018
Another deal in what we call the "Chung Nam Network". The purchaser is or was owned by multiple listed companies in the network. Freeman gets HK$150m in cash and the other $600m as a 6-month IOU. Co-Lead is 13.54% owned by Freewill Holdings Ltd, another hub, which is 35.37% owned by Freeman.
Agreement for Ultron Prime Ltd to subscribe shares of Freewill Holdings Ltd, 2-Jul-2015
Company filing, 7-Jun-2017
The agreement was published online during a takeover of Ultron's owner, Skyway (1141) on 7-Jun-2017. At the time of the subscription, HEC Capital Ltd was 29.04% owned by Freewill.
Skyway (1141) exits Joint Global Ltd for HK$5m and Freewill Holdings Ltd for HK$105mThe Joint Global Implosion
Company announcement, 6-Mar-2017
Skyway paid HK$440m when it subscribed for the Freewill shares in Jul-2015. It obtained the 41m JG shares in exchange for 41m shares of HEC Capital when it pooled its HECC holdings with 10 other shareholders on 15-Sep-2015. It subscribed HK$228m for 38m shares of HECC on 30-Jun-2014 and HK$18m for 3m shares on 22-Jan-2013, a total cost of $246m. JG subsequently imloded as covered in our article of 30-Sep-2016. Update: the buybacks of these holdings came just 2 days before the takeover of Skyway by China Minsheng Bank (1988) was announced.
China Smarter Energy (1004) interim results for 30-Sep-2016
Company announcement, 25-Nov-2016
This reveals that during the half-year, CSE invested HK$93,75m in 1.13% (12.5m shares @$7.50) of HEC Capital Ltd, and $105m in 4.36% (25m shares @$4.2) of Freewill Holdings Ltd, a total investment of $198.75m. Both are hubs in what we call the "Chung Nam Network".
Mason (0273) sells Willie Link Ltd for HK$400mCircular
Company announcement, 4-Nov-2016
This was done in 2 blocks. 45% was sold in Mar-2016 to Apex Corporate Investments Ltd for HK$200m, and 55% now to Best Mate Ltd, owned by Kenneth Chan Chak Kai, for HK$200m. Mason fails to say who owns Apex. We can tell you that it was once owned by CIFG (0412) which sold it to High Rhine Ltd (BVI) on 20-Nov-2014. According to Mason's 2015 accounts, it acquired High Rhine in Jun-2015. Update: a Mason rights issue circular on 13-Dec-2016 reveals the owner as Mr Chow Kam Wah.
The Joint Global implosion
A collapse in a hub of the "Chung Nam Network" has wiped about HK$2bn off the balance sheets of at least 11 listed companies, many of which never announced that they had invested in it. We piece together an ugly jigsaw and call on the SFC to investigate and HKEX to wake up and require announcements. (30-Sep-2016)
National Investments Fund (1227) interim report for 30-Jun-2016
Company filing, 29-Sep-2016
This reveals a flurry of subscriptions into 4 hubs in what we call the "Chung Nam Network", all on 14-Jan-2016. It subscribed 0.72% (we calculate 41 shares @$388,000) of Co-Lead Holdings Ltd for $15.908m; 0.78% (we calculate 2.2m shares @$7.29) of Joint Global Ltd for $16.038m; 5.06% (we calculate 160,000 shares @$100) of FreeOpt Holdings Ltd for $16m; and 0.54% (we calculate 2.9m shares @$5.5) of FreeWill Holdings Ltd for $15.95m. That's a total of $63.896m, or about 86.8% of NIF's net assets at 31-Dec-2015. All were completed the next day.
Imagi (0585) half-year results for 30-Jun-2016
Company announcement, 28-Aug-2016
This reveals that on 2 consecutive days in March, Imagi injected cash into 3 hubs in what we call the "Chung Nam Network": 6.2m shares of Joint Global Ltd @HK$7.29 for $45.198m; 450k shares of FreeOpt Holdings Ltd @$100 for $45m; and 7.5m shares of Freewill Holdings Ltd @$5.03 for $37.725m, a total of $127.923m. Within 4 months, an impairment of $52.19m was necessary as "all of these companies have experienced losses due to disposal of their respective investments at a loss".
China Opto (1332) discloses the junk held by Win Wind Capital Ltd
Company announcement, 28-Jun-2016
This follows a complaint filed by Webb-site on 23-Jun-2016 that the Major Transaction circular, which was presumably vetted by the Stock Exchange, failed to include any information on the underlying investments held by Enerchina (0622) subsidiary Win Wind Capital Ltd, with which China Opto is engaged in a share swap. Several of the stocks are in what we call the "Chung Nam Network". This also reveals that Win Wind (via Global Mind Investment Ltd) subscribed HK$100m for its 310 shares (5.44%) of an unnamed company which can only be Co-Lead Holdings Ltd. We calculate that this occurred between 7 and 29 July 2015, based on dilution of other holders.
Dagonite (0329) buys 6.09% of Freewill Holdings Ltd for HK$180m
Company announcement, 24-Nov-2015
The announcement fails to disclose who owns the vendor, but as of 26-Oct-2015, it was 100% owned by HEC Capital Ltd, which is 32.99% owned by the target, Freewill Holdings Ltd. The target is also owned by 5 other listed companies in what we call the "Chung Nam Network".
China Optoelectronics (1332) subscribes HK$80.03m for 3.45% of Freewill Holdings Ltd
Company announcement, 17-Jul-2015
Note: although the deal was stated to be subject to a due diligence investigation "to be carried out", this investigation was apparently completed within 1 hour and 12 minutes after the 22:48 announcement, because the subsequent interim report states that the transaction completed the same day. Freewill is a hub invested by 4 other listed companies in what we call the "Chung Nam Network".
Mission Capital (1141) subscribes HK$440m for shares in Freewill Holdings LtdFreeman announcement
Company announcement, 2-Jul-2015
This gives MC 23.05% of FHL, while Willie (0273) will own 26.70% and Freeman Financial (0279) will own 50.25%. However, on the same day, Freeman announced that FHL has also agreed to issue shares to Enerchina (0622) so if both deals complete then MC will be diluted to 20.77%. All are in the "Chung Nam Network".
Freeman (0279) and Willie (0273) to pool their interests in HEC Capital LtdWillie announcement
Company announcement, 20-Jun-2014
Freeman owns 4.97% of Willie, just under the disclosure threshold, and Willie owns 6.81% of Freeman.

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