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3SBio Inc. — Capital/Financing Update 2008
Jul 2, 2008
49981_rns_2008-07-02_c67d387e-1994-4b2f-9db4-b24fdfd6eb37.pdf
Capital/Financing Update
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The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
This announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase, or subscribe for securities of the Company.
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HONGKONG CHINESE LIMITED 香 港 華 人 有 限 公 司 * (Incorporated in Bermuda with limited liability)
(Stock Code: 655)
RIGHTS ISSUE OF 471,390,178 RIGHTS SHARES AT HK$1.00 EACH IN THE PROPORTION OF SEVEN RIGHTS SHARES FOR EVERY TWENTY SHARES HELD WITH BONUS WARRANTS ON THE BASIS OF THREE WARRANTS FOR EVERY SEVEN RIGHTS SHARES TO THE QUALIFYING SHAREHOLDERS ONLY
RESULT OF THE RIGHTS ISSUE
Financial adviser to Hongkong Chinese Limited and lead manager to the Rights Issue
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Underwriters to the Rights Issue
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Lippo Securities Limited
The Board is pleased to announce that as at 4:00 p.m. on Monday, 23rd June, 2008, being the latest time for acceptance of and payment for the Rights Shares and for application and payment for excess Rights Shares, 657 valid acceptances of provisional allotment of Rights Shares have been received for a total of 425,897,939 Rights Shares and 514 valid applications for excess Rights Shares have been received for a total of 226,463,505 excess Rights Shares, resulting in a total of valid applications for 652,361,444 Rights Shares.
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Accordingly, the Rights Issue was over-subscribed by 180,971,266 Rights Shares or approximately 38.4%, based on the total number of 471,390,178 Rights Shares being offered under the Rights Issue. The total number of 226,463,505 excess Rights Shares being validly applied for by the Qualifying Shareholders represented approximately 5.0 times of the 45,492,239 Rights Shares available for excess application.
Share certificates of the fully-paid Rights Shares and warrant certificates for the Bonus Warrants have been despatched by ordinary post to the relevant successful applicants today (i.e. 2nd July, 2008) at their own risk. Refund cheques in respect of partially unsuccessful applications for excess Rights Shares have also been despatched by ordinary post to the relevant unsuccessful applicants today (i.e. 2nd July, 2008) at their own risk.
Dealings in the fully-paid Rights Shares and the Bonus Warrants on the Stock Exchange will commence on Friday, 4th July, 2008.
The Company has appointed Lippo Securities to act as the broker to match, on a “best effort” basis, the sale and purchase of odd lots of the Bonus Warrants arising from the Rights Issue from Friday, 4th July, 2008, being the expected commencement date of dealings in the Bonus Warrants, up to and including Monday, 4th August, 2008. Shareholders should note that matching of the sale and purchase of odd lots of the Bonus Warrants is not guaranteed.
Reference is made to the Prospectus dated 6th June, 2008 issued by the Company in relation to the Rights Issue. Unless otherwise defined, terms used in this announcement shall have the same meanings as those defined in the Prospectus.
RESULTS OF THE RIGHTS ISSUE
The Board is pleased to announce that as at 4:00 p.m. on Monday, 23rd June, 2008, being the latest time for acceptance of and payment for the Rights Shares and for application and payment for excess Rights Shares, 657 valid acceptances of provisional allotment of Rights Shares have been received for a total of 425,897,939 Rights Shares and 514 valid applications for excess Rights Shares have been received for a total of 226,463,505 excess Rights Shares, resulting in a total of valid applications for 652,361,444 Rights Shares.
Accordingly, the Rights Issue was over-subscribed by 180,971,266 Rights Shares or approximately 38.4%, based on the total number of 471,390,178 Rights Shares being offered under the Rights Issue. The total number of 226,463,505 excess Rights Shares being validly applied for by the Qualifying Shareholders represented approximately 5.0 times of the 45,492,239 Rights Shares available for excess application.
EXCESS APPLICATION
226,463,505 excess Rights Shares were validly applied for by way of excess application (represented approximately 5.0 times of 45,492,239 Rights Shares available for the excess application). Given the over-subscription, the Directors have
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resolved to allot 45,492,239 excess Rights Shares available for excess application to the Qualifying Shareholders in the following manner:
| Number of excess Rights Shares applied for Number of valid excess applications 1 to 2,000 248 2,001 to 15,999 165 16,000 to 25,999 24 26,000 to 219,999 52 220,000 to 699,999 10 700,000 to 4,999,999 11 5,000,000 to 49,999,999 3 Over 49,999,999 1 Total 514 |
Total number of excess Rights Shares applied for Basis of Allotment 301,884 In full 947,439 Odd lot excess Rights Shares applied for in full plus 40.00% of the remaining excess Rights Shares applied for (rounded up to the nearest board lot) 489,509 Odd lot excess Rights Shares applied for in full plus 35.00% of the remaining excess Rights Shares applied for (rounded up to the nearest board lot) 4,365,379 Odd lot excess Rights Shares applied for in full plus 30.00% of the remaining excess Rights Shares applied for (rounded up to the nearest board lot) 4,422,534 Odd lot excess Rights Shares applied for in full plus 25.00% of the remaining excess Rights Shares applied for (rounded up to the nearest board lot) 19,098,599 Odd lot excess Rights Shares applied for in full plus 20.00% of the remaining excess Rights Shares applied for (rounded up to the nearest board lot) 120,000,000 Odd lot excess Rights Shares applied for in full plus 19.50% of the remaining excess Rights Shares applied for (rounded up to the nearest board lot) 76,838,161 Approximately 19.01% of the excess Rights Shares applied for 226,463,505 |
Total number of Rights Shares allotted Approximate percentage of allocation based on the total number of excess Rights Shares applied for in this category 301,884 100.00% 641,439 67.70% 215,509 44.03% 1,377,379 31.55% 1,122,534 25.38% 3,822,599 20.02% 23,402,000 19.50% 14,608,895 19.01% 45,492,239 |
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As disclosed in the Prospectus, the Directors allocated the excess Rights Shares at their discretion and on a fair and equitable basis and gave preference to topping up odd lots to whole board lots. Further remaining excess Rights Shares were allocated to all applicants based on a sliding scale with reference to the excess Rights Shares applied by them (i.e. Qualifying Shareholders belonging to pre-determined categories consisting of applications for smaller number of Rights Shares were allocated with a higher percentage of successful application but will receive less number of Rights Shares; whereas Qualifying Shareholders belonging to pre-determined categories consisting of applications for larger number of Rights Shares were allocated with a smaller percentage of successful application but will receive higher number of Rights Shares), subject always to the rights of the Directors to reject any applications with an
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intention to abuse the general mechanism of the excess application for the excess Rights Shares.
The Directors consider that the allocation of the excess Rights Shares is on a fair and reasonable basis.
SHAREHOLDING STRUCTURE OF THE COMPANY
The following is a table showing the changes in the shareholding structure of the Company immediately before and upon completion of the Rights Issue, and immediately upon Completion and after exercise of the subscription rights attaching to all the Bonus Warrants:
| Hennessy Directors Underwriters Sub-total Public Shareholders Total number of issued Shares |
Immediately before Completion Immediately upon Completion Immediately upon Completion and after exercise of the subscription rights attaching to all the Bonus Warrants Shares Approx. % Shares Approx. % Shares Approx. % 692,262,956 51.4 941,380,978 51.8 1,048,145,842 51.9 50,400 0.0 68,040 0.0 75,600 0.0 - 0.0 - 0.0 - 0.0 |
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| 692,313,356 51.4 941,449,018 51.8 1,048,221,442 51.9 654,515,738 48.6 876,770,254 48.2 972,022,192 48.1 |
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| 1,346,829,094 100.0 1,818,219,272 100.0 2,020,243,634 100.0 |
DESPATCH OF SHARE CERTIFICATES, WARRANT CERTIFICATES AND REFUND CHEQUES
Share certificates of the fully-paid Rights Shares and warrant certificates for the Bonus Warrants have been despatched by ordinary post to the relevant successful applicants today (i.e. 2nd July, 2008) at their own risk. Refund cheques in respect of partially unsuccessful applications for excess Rights Shares have also been despatched by ordinary post to the relevant unsuccessful applicants today (i.e. 2nd July, 2008) at their own risk.
Dealings in the fully-paid Rights Shares and the Bonus Warrants on the Stock Exchange will commence on Friday, 4th July, 2008.
ODD LOT TRADING FACILITIES FOR THE BONUS WARRANTS
The Company has appointed Lippo Securities to act as the broker to match, on a “best effort” basis, the sale and purchase of odd lots of the Bonus Warrants arising from the Rights Issue from Friday, 4th July, 2008, being the expected commencement date of dealings in Bonus Warrants, up to and including Monday, 4th August, 2008. Shareholders should note that matching of the sale and purchase of odd lots of the Bonus Warrants is not guaranteed.
Shareholders who wish to take advantage of this facility should contact Ms. Rowinna Wu of Lippo Securities at Room 2302, 23rd Floor, Tower One, Lippo Centre, 89
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Queensway, Hong Kong (Tel: (852) 2533 7329) from 9:30 a.m. to 12:45 p.m., and from 2:00 p.m. to 6:00 p.m. during normal business days of the aforesaid period.
By Order of the Board Hongkong Chinese Limited Andrew Hau Secretary
Hong Kong, 2nd July, 2008
As at the date of this announcement, Dr. Mochtar Riady (Chairman) and Mr. Leon Chan Nim Leung are the Non-executive Directors of the Company, Messrs. Stephen Riady (Chief Executive Officer), John Lee Luen Wai and Kor Kee Yee are the Executive Directors of the Company and Messrs. Albert Saychuan Cheok, Victor Yung Ha Kuk and Tsui King Fai are the Independent Non-executive Directors of the Company.
* For identification purpose only
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