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3SBio Inc. — Capital/Financing Update 2019
Aug 8, 2019
49981_rns_2019-08-08_7dde629e-db6b-4fe5-aadc-7d72a7e9cf25.pdf
Capital/Financing Update
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Monthly Return of Equity Issuer on Movements in Securities (Revised)
For the month ended (dd/mm/yyyy) : 30/06/2018
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer 3SBio Inc. Date Submitted 08 / 08 / 2019
- I. Movements in Authorised Share Capital
1. Ordinary Shares
| 1. Ordinary Shares | 1. Ordinary Shares | 1. Ordinary Shares | 1. Ordinary Shares | 1. Ordinary Shares |
|---|---|---|---|---|
| (1) Stock code :1530 Description : Ordinary Shares No. of ordinary shares Par value (US$) Balance at close of preceding month 50,000,000,000 0.00001 Increase/(decrease) NIL Balance at close of the month 50,000,000,000 0.00001 |
Ordinary Shares | Authorised share capital (US$) 500,000 NIL 500,000 |
||
| Par value (US$) 0.00001 0.00001 |
||||
| (2) Stock code :N/A Description : N/A No. of ordinary shares Balance at close of preceding month Increase/(decrease) Balance at close of the month |
N/A | Authorised share capital (State currency) |
||
| Par value (State currency) |
2. Preference Shares
| 2. Preference Shares | 2. Preference Shares | 2. Preference Shares | 2. Preference Shares | 2. Preference Shares |
|---|---|---|---|---|
| Stock code : N/A Description : N/A No. of preference shares Balance at close of preceding month Increase/(decrease) Balance at close of the month |
N/A | Authorised share capital (State currency) |
||
| Par value (State currency) |
||||
| 3.OtherClasses ofShares | ||||
| Stock code : N/A Description : N/A No. of other classes of shares Balance at close of preceding month Increase/(decrease) Balance at close of the month |
N/A | Authorised share capital (State currency) |
||
| Par value (State currency) |
Total authorised share capital at the end of the month (US$) : 500,000
II. Movements in Issued Share Capital
| Balance at close of preceding month Increase/ (decrease) during the month Balance at close of the month |
No. of ordinary shares (1) (2) |
No. of preference shares No. of other classes of shares |
||
| 2,538,796,890 N/A **2,538,796,890 ** |
N/A N/A N/A |
N/A N/A N/A |
N/A N/A N/A |
III. Details of Movements in Issued Share Capital
| Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | |||
|---|---|---|---|---|---|---|---|---|
| Particulars of share option scheme including EGM approval date (dd/mm/yyyy) and class of shares issuable |
Movement during the month | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
||||||
| Granted | Exercised | Cancelled | Lapsed | |||||
| 1. Share Option Scheme (adopted on 23/05/2015 and amended on 28/06/2016) Exerciseprice at HK$7.62 per share (Grant date: 02/02/2017) Ordinaryshares N/A N/A N/A N/A (Note 1) 2. (/ /) shares N/A N/A N/A N/A (Note 1) 3. (/ /) shares N/A N/A N/A N/A (Note 1) Total A. (Ordinary shares) (Preference shares) (Other class) Total funds raised during the month from exercise of options (State currency) N/A |
N/A | N/A N/A N/A N/A N/A N/A |
20,000,000 | |||||
| N/A | N/A | |||||||
| N/A | N/A | |||||||
Warrants to Issue Shares of the Issuer which are to be Listed
| Description of warrants (Date ofexpiry-dd/mm/yyyy) |
Description of warrants (Date ofexpiry-dd/mm/yyyy) |
Description of warrants (Date ofexpiry-dd/mm/yyyy) |
Currency of nominal value |
Nominal value at close of preceding month |
Nominal value at close of preceding month |
Exercised during the month |
Nominal value at close of the month |
Nominal value at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|---|---|---|---|---|---|---|
| 1.CPGuojian Warrant | US$ 216.69493 N/A |
0 (Expiry of Warrant) |
0 N/A N/A N/A Nil N/A N/A |
4,917,661 |
||||||
| (Remark 1) | ||||||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 2. |
N/A | N/A |
||||||||
| Ordinary shares | ||||||||||
| US$0.00001 | ||||||||||
| ( / / | ) | |||||||||
| N/A | N/A | |||||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. |
N/A | N/A |
||||||||
| ( / / | ) | |||||||||
| N/A | N/A | |||||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. |
N/A | N/A |
||||||||
| ( / / | ) | |||||||||
| N/A | N/A | |||||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
||||||||||
| ( / / | ) | |||||||||
Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)
| Class and description | Class and description | Currency of amount outstanding |
Amount at close of preceding month |
Converted during the month |
Amount at close of the month |
Amount at close of the month |
No. of new shares of issuer issued during the month pursuant thereto |
No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|---|---|---|---|---|---|
| 1. Zero CouponConvertible Bonds Due 2022 (Remark 2) Euro € N/A Nil 300,000,000 Stock code (if listed) Convertible bonds code:5241 Class of shares issuable_(Note 1) Ordinary shares Subscription price Initial conversion price: HKD14.28 per share EGM approval date (if applicable) (dd/mm/yyyy) ( / / ) 2. N/A N/A N/A N/A Stock code (if listed) Class of shares issuable(Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) ( / / ) 3. N/A N/A N/A N/A Stock code (if listed) Class of shares issuable(Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) ( / / ) 4. N/A N/A N/A N/A Stock code (if listed) Class of shares issuable(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) ( / / ) Total C. (Ordinary shares) (Preference shares) (Other class) |
N/A | Nil |
300,000,000 | Nil N/A N/A N/A N/A |
188,363,445 | ||||
| 2) | |||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 2. |
N/A | N/A | N/A |
||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. |
N/A | N/A | N/A |
||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. |
N/A | N/A | N/A |
||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
|||||||||
| N/A | |||||||||
| N/A | |||||||||
Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)
Options (other than under Share Option Schemes) |
Options (other than under Share Option Schemes) |
||
|---|---|---|---|
| Full particulars including EGM approval date (dd/mm/yyyy), if applicable, and class of shares issuable: |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
||
1. 2. 3. |
Options granted to CITIC Pacific Limited (Remark 3) |
0 Nil N/A N/A |
125,765,500 |
| (23/05/2015) | |||
| Ordinary shares_(Note 1)_ | |||
| N/A | |||
| ( / / ) | |||
| shares_(Note 1)_ | |||
| N/A | |||
| ( / / ) | |||
| shares_(Note 1)_ | |||
| Total D. (Ordinary shares) | |||
(Preference shares) |
|||
| (Other class) |
Other Movements in Issued Share Capital
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|
1. Rights issue At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 2. Open offer At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 3. Placing At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 4. Bonus issue | Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|
5. Scrip dividend At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 6. Repurchase of shares |
Class of shares repurchased_(Note 1) Cancellation date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 7. Redemption of shares |
Class of shares redeemed_(Note 1) Redemption date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 8. Consideration issue At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 9. Capital reorganisation |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|---|
10. Other (Please specify)At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A | |
| Total E. (Ordinary shares) (Preference shares) (Other class) |
N/A N/A N/A |
|||
| Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): (1) (2) Total increase / (decrease) in preference shares during the month (i.e. Total of A to E): Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E): (These figures should be the same as the relevant figures under II above (“Movements in Capital”).) |
N/A | |||
| N/A | ||||
| N/A | ||||
| N/A | ||||
| Issued Share |
Remarks (if any):
- On January 1, 2015, the Company issued the CP Guojian Warrant to Shanghai Junling Investment Partnership (Limited Partnership) (the “ Holder ”), the vesting and exercise of which are subject to the terms therein. On June 29, 2016, 17,000,000 ordinary shares of the Company were issued upon the partial exercise of the CP Guojian Warrant by the Holder. Please refer to the section headed “History,
– ” ’ Reorganization and Corporate Structure CP Guojian Warrant in the Company s prospectus dated June 1, 2015 for further details. On July 18, 2017, 6,483,320 ordinary shares of the Company were issued upon the partial exercise of the CP Guojian Warrant by the Holder. Please refer to the Next Day Disclosure Return of the Company dated July 18, 2017. The CP Guojian Warrant expired on June 29, 2018 and 4,917,661 ordinary shares of the Company were pending issue and allotment by the Company further to the partial exercise of the CP Guojian Warrant by the Holder prior to its expiry.
-
On July 21, 2017, Strategic International Group Limited, a direct wholly-owned subsidiary of the Company issued the convertible bonds at the initial conversion price of HK$14.28 per share in an aggregate principal amount of €300,000,000 subject to certain terms and conditions. The bonds will be convertible into approximately 188,363,445 Shares (assuming full conversion of the bonds at the initial conversion price of HKD14.28 per share) and the conversion period shall commence on August 31, 2017. Details of the convertible bonds are set out in the announcements of the Company dated July 12, 2017 and July 21, 2017.
-
The exercise of the Options is subject to certain conditions. Please refer to the announcements dated March 4, 2016 for further details relating to the Options.
Submitted by: LIU Yanli Title: Joint Company Secretary (Director, Secretary or other duly authorised officer)
Notes :
1. State the class of shares (e.g. ordinary, preference or other).
2. If there is insufficient space, please append the prescribed continuation sheet.