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Brightstar Technology Group Co., Ltd — Capital/Financing Update 2023
May 8, 2023
51450_rns_2023-05-08_4861866a-1305-45ce-98b9-fc7707af4719.pdf
Capital/Financing Update
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
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IN TECHNICAL PRODUCTIONS HOLDINGS LIMITED
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 8446)
COMPLETION OF
(1) THE CONNECTED TRANSACTION INVOLVING THE ALLOTMENT AND ISSUE OF SUBSCRIPTION SHARES TO THE CONTROLLING SHAREHOLDER UNDER SPECIFIC MANDATE AND
(2) THE ALLOTMENT AND ISSUE OF REMUNERATION SHARES UNDER GENERAL MANDATE
Reference is made to (i) the announcement of In Technical Productions Holdings Limited (the ‘‘Company’’) dated 12 December 2022 regarding the allotment and issue of Subscription Shares to the controlling Shareholder under Specific Mandate and the allotment and issue of Remuneration Shares under general mandate; (ii) the circular (the ‘‘Circular’’) of the Company dated 17 January 2023 regarding the connected transaction involving the allotment and issue of Subscription Shares to the controlling Shareholder under Specific Mandate; (iii) the announcement of the Company dated 8 February 2023 regarding the poll results of the EGM; and (iv) the announcements of the Company dated 31 March 2023 and 20 April 2023 in relation to the extension of the Long Stop Date. Unless the context otherwise requires, capitalised terms used in this announcement shall have the same meanings as those defined in the Circular.
The Board is pleased to announce that all the Conditions Precedent had been fulfilled and the Closing took place on 8 May 2023. Upon Closing, 13,157,894 Subscription Shares and 74,000 Remuneration Shares, representing approximately 1.62% and 0.01% of the issued share capital of the Company as at the date of this announcement as enlarged by the allotment and issue of the Subscription Shares and the Remuneration Shares, have been allotted and issued to ST Ma and Rainbow respectively, at the Subscription Price of HK$7.60 per Share.
The Subscription Price has been satisfied by ST Ma (i) as to HK$40.0 million by capitalisation of the Shareholder’s Loan; and (ii) as to approximately HK$60.0 million in cash upon Closing. The gross proceeds from the Share Subscription amounted to approximately HK$60.0 million. The net proceeds from the Share Subscription, after deduction of related fees and expenses, amounted to approximately HK$59.0 million. The Company intends to apply the net proceeds from the Share Subscription (i) as to approximately HK$49.0 million for potential merger and acquisition opportunities of companies
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engaged in the provision of information technology solutions and/or e-commerce related businesses which are in line with the Group’s existing business of provision of information technology consulting services in the PRC; and (ii) as to approximately HK$10.0 million for general corporate and working capital purposes. For details, please refer to the section headed ‘‘Use of proceeds’’ in the Circular.
Set out below is the shareholding structure of the Company immediately before and after the allotment and issue of the Subscription Shares and the Remuneration Shares:
| ST Ma (Note 1)Next Vision Management Limited(Note 2)Other DirectorsMs. Zhang Yan LingMr. Cui Hai BinMs. Jiang Yu EPublic ShareholdersRainbowOther public ShareholdersTotal | Immediately beforethe allotment and issue ofthe Subscription Shares andthe Remuneration SharesNumber ofSharesApproximate%440,000,00055.0056,000,0007.001,404,0000.181,000,0000.132,994,0000.37——298,602,00037.32800,000,000100.00 | Immediately afterthe allotment and issue ofthe Subscription Shares andthe Remuneration SharesNumber ofSharesApproximate%453,157,89455.7256,000,0006.891,404,0000.171,000,0000.122,994,0000.3774,0000.01298,602,00036.72813,231,894100.00 | Immediately afterthe allotment and issue ofthe Subscription Shares andthe Remuneration SharesNumber ofSharesApproximate%453,157,89455.7256,000,0006.891,404,0000.171,000,0000.122,994,0000.3774,0000.01298,602,00036.72813,231,894100.00 |
|---|---|---|---|
| 100.00 |
Notes:
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A company incorporated in the Cayman Islands with limited liability, which is wholly-owned by Mr. Ma Lie, the chairman, an executive Director and the controlling shareholder of the Company.
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A company incorporated in the British Virgin Islands with limited liability, which is beneficially owned as to 75% by Mr. Yeung Ho Ting Dennis, an executive Director.
By order of the Board
In Technical Productions Holdings Limited Ma Lie
Chairman and Executive Director
Hong Kong, 8 May 2023
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As at the date of this announcement, the executive Directors are Mr. Ma Lie, Mr. Yeung Ho Ting Dennis and Ms. Zhang Yan Ling; and the independent non-executive Directors are Mr. Chen Yue, Mr. Cui Hai Bin, Mr. Ji Gui Bao, Ms. Jiang Yu E, Mr. Li Xiao Hua and Mr. Jiang Peiyan.
This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief, the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.
This announcement will remain on the websites of the Stock Exchange at www.hkexnews.hk and of the Company at www.intechproductions.com.
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