Key Points
- Huabao International subsidiaries Nocton International Limited and World Concept Global Limited will acquire 100% of PT Broad Far Indonesia for approximately RMB 90 million.
- PT Broad Far Indonesia manufactures and sells HNB tobacco sticks and provides OEM/ODM services in Indonesia.
- Broad Far (Hong Kong) Limited currently owns 99% and Broad Far Limited holds 1%; both sellers are connected to Huabao International’s controlling shareholder.
- The target reported $4.37 million in H1 2026 revenue and $177,000 in profit after tax, with net assets of about $326,000 and liabilities of approximately $11.51 million at June-end.
- An independent market-based valuation put 100% of the equity at about RMB 93.06 million, compared with the RMB 90 million agreed price.
- The deal includes non-compete and preferred-supply provisions covering HNB stick manufacturing.
- Processing services provided to the Broad Far group after completion will be governed by a new connected-transaction framework, with annual caps of RMB 53.73 million in 2027 and RMB 66.15 million in 2028.
2Firsts
September 29, 2026
PT Broad Far Indonesia manufactures and sells heat-not-burn tobacco sticks in Indonesia and provides OEM/ODM services. Upon completion, the company will become a wholly owned subsidiary of Huabao International and its results will be consolidated into the group.
Huabao to Acquire 100% of PT Broad Far Indonesia From Related Parties for RMB 90 Million
Broad Far (Hong Kong) Limited currently owns 99% of PT Broad Far Indonesia, while Broad Far Limited holds the remaining 1%.
Under the agreements, Nocton will acquire the 99% stake for $13.2196 million and World Concept will purchase the remaining 1%, bringing total consideration to $13.3531 million, or about RMB 90 million.
Broad Far Limited is ultimately controlled by Zhu Linyao, chair, executive director and controlling shareholder of Huabao International. Broad Far (Hong Kong) is a non-wholly owned subsidiary of Broad Far Limited, making both sellers connected persons of Huabao International.
Indonesian Target Adds HNB Stick OEM/ODM Manufacturing to Huabao’s Consolidated Business
PT Broad Far Indonesia was established on October 27, 2021 and is engaged in HNB stick manufacturing, sales and OEM/ODM services.
Huabao International’s existing tobacco-related businesses are concentrated largely in upstream materials, including reconstituted tobacco leaf, flavors, capsules and other tobacco ingredients. Its announcement places PT Broad Far Indonesia in the HNB consumables manufacturing segment.
Following completion, HNB stick manufacturing will be added to Huabao International’s consolidated operations.
Broad Far says its product portfolio includes NUSO heated tobacco products, TLEEF heated herbal products, NMATE tobacco heating devices and ORACO oral nicotine films. The company says it established a manufacturing base in Indonesia in 2023 and that NUSO heated tobacco products and NMATE devices are available in more than 30 countries.
Broad Far identifies NUSO as one of its heated tobacco brands. Huabao International’s acquisition announcement does not list NUSO or other Broad Far trademarks among the assets being transferred.
H1 Revenue Reaches $4.37 Million as Net Assets Stand at About $326,000
PT Broad Far Indonesia generated revenue of $7.53 million in 2024 and $6.49 million in 2025. Revenue for the first half of 2026 was $4.37 million, with profit after tax of $177,000.
| Metric | 2024 | 2025 | H1 2026 |
|---|---|---|---|
| Revenue | $7.53 million | $6.49 million | $4.37 million |
| Gross profit | $396,000 | $998,000 | $479,000 |
| Profit after tax | $396,000 | $35,000 | $177,000 |
At June 30, 2026, the company had approximately $11.84 million in total assets, $11.51 million in liabilities and $326,000 in net assets.
Its liabilities included two shareholder loans from Broad Far (Hong Kong) of $750,000 and $1.1 million, as well as approximately $5.97 million payable for machinery and equipment. The two shareholder loans will remain obligations of PT Broad Far Indonesia after completion.
An independent valuer using a market approach assessed 100% of the company’s equity at approximately RMB 93.06 million. The agreed transaction price is RMB 90 million.
Sellers Face HNB Manufacturing Non-Compete as Target Secures Preferred-Supply Terms
The share-transfer agreements also set out post-deal arrangements covering HNB stick manufacturing.
While Zhu Linyao remains the ultimate controlling shareholder of the purchasers, the sellers and related parties may not, without consent, engage in HNB stick production or processing that competes with PT Broad Far Indonesia.
The agreements also give PT Broad Far Indonesia a preferred opportunity to supply HNB sticks to the Broad Far group where its commercial terms are no less favorable than those offered by other suppliers.
The non-compete applies to HNB stick production and processing. The acquisition announcement does not include Broad Far’s brands among the assets being transferred.
Connected Processing Cap Rises to RMB 66.15 Million by 2028
After completion, processing services supplied by PT Broad Far Indonesia to the Broad Far group will be treated as continuing connected transactions.
Before the acquisition, Huabao International companies supplied tobacco-related materials and services to the Broad Far group. Transactions under the previous framework totaled about RMB 19 million in 2026 through September 25, equivalent to roughly 79% of the RMB 24 million annual cap.
Once PT Broad Far Indonesia joins Huabao International, supplies of materials to the target will become intra-group transactions, while processing services provided by the target to Broad Far will fall under a new continuing connected-transaction framework.
The new caps are:
| Period | Transaction Cap |
|---|---|
| Sept. 25-Dec. 31, 2026 | RMB 18.04 million |
| 2027 | RMB 53.73 million |
| 2028 | RMB 66.15 million |
In setting the caps, Huabao International assumed related sales volume would increase by approximately 27.6% in 2027 from 2026 and by a further 22.8% in 2028.
Those percentages are assumptions used to determine connected-transaction caps, rather than company-wide revenue guidance.
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