Wharf REIC extends key inter-group agreements with Wheelock group

WREIC has extended three master agreements with WAC group members for a fixed term of three years, commencing January 1, 2026, and expiring December 31, 2028. These include the New Master Tenancy Agreement, the New Master Property Services Agreement, and the New Master Hotel Services Agreement. All agreements regulate recurring transactions between WREIC and connected persons under the Listing Rules, with WAC being a controlling shareholder of WREIC.

The New Master Tenancy Agreement covers property rentals and licenses, with WREIC's rental receivable cap set at HK$114m for 2026, HK$117m for 2027, and HK$118m for 2028. The New Master Property Services Agreement includes property project management, sales, marketing, and leasing, with WREIC's services fees payable cap at HK$51m for 2026, HK$20m for 2027, and HK$23m for 2028. Lastly, the New Master Hotel Services Agreement regulates hotel-related services provided by Wharf Group to WREIC Group, with WREIC's annual cap for payable service fees set at HK$81m for 2026, HK$94m for 2027, and HK$112m for 2028.

These transactions are subject to announcement, reporting, and annual review requirements but are exempt from circular and independent shareholders’ approval requirements under Chapter 14A of the Listing Rules, as all applicable percentage ratios are below 5%. The boards of WREIC and other involved entities view these terms as fair, reasonable, and on normal commercial terms.