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Broncus Holding Corporation — Capital/Financing Update 2021
Oct 17, 2021
50452_rns_2021-10-17_da143b2a-dd19-41da-9394-5ddda435ecd0.pdf
Capital/Financing Update
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Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those defined in the prospectus dated September 13, 2021 (the “ Prospectus ”) issued by Broncus Holding Corporation (the “ Company ”).
Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) and Hong Kong Securities Clearing Company 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.
This announcement is made pursuant to section 9(2) of the Securities and Futures (Price Stabilizing) Rules (Chapter 571W of the Laws of Hong Kong).
This announcement is for information purposes only and does not constitute an offer or an invitation to induce an offer by any person to sell, acquire, purchase or subscribe for any securities. Potential investors should read the Prospectus for detailed information about the Company and the Global Offering described below before deciding whether or not to invest in the Offer Shares.
This announcement is not for release, publication, distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia) or any other jurisdiction where such distribution is prohibited by law. This announcement does not constitute and is not an offer to sell or a solicitation of any offer to buy securities in Hong Kong, the United States or elsewhere. The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “ U.S. Securities Act ”) or any state securities laws of the United States and may not be offered or sold in the United States absent registration under the U.S. Securities Act or except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act. There will be no public offering of securities of the Company in the United States.
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Broncus Holding Corporation 堃 博醫療控股有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 2216)
STABILIZING ACTIONS, END OF STABILIZATION PERIOD AND LAPSE OF THE OVER-ALLOTMENT OPTION
STABILIZING ACTIONS AND END OF STABILIZATION PERIOD
The Company announces that the stabilization period in connection with the Global Offering ended on October 16, 2021, being the 30th day after the last day for lodging of applications under the Hong Kong Public Offering.
Further information of the stabilizing actions undertaken by Goldman Sachs (Asia) L.L.C., the Stabilizing Manager, its affiliates or any person acting for it during the stabilization period is set out in this announcement.
LAPSE OF THE OVER-ALLOTMENT OPTION
The Joint Representatives (for themselves and on behalf of the International Underwriters) did not exercise the Over-allotment Option during the stabilization period, and the Over-allotment Option lapsed on October 16, 2021.
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STABILIZING ACTIONS AND END OF STABILIZATION PERIOD
The Company announces that the stabilization period in connection with the Global Offering ended on October 16, 2021, being the 30th day after the last day for lodging of applications under the Hong Kong Public Offering.
The stabilizing actions undertaken by Goldman Sachs (Asia) L.L.C., the Stabilizing Manager, its affiliates or any person acting for it during the stabilization period are set out below:
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(i) over-allocation of an aggregate of 13,403,000 Shares in the International Offering, representing approximately 15% of the Offer Shares initially available under the Global Offering (before any exercise of the Over-allotment Option);
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(ii) the borrowing of an aggregate of 13,403,000 Shares from Broncus Biomedical Limited pursuant to the Stock Borrowing Agreement to cover over-allocations in the International Offering; and
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(iii) the successive purchases of an aggregate of 13,403,000 Shares at the price range of HK$12.40 to HK$18.00 per Share (exclusive of brokerage of 1.0%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005%) on the market during the stabilization period, representing approximately 15% of the Offer Shares initially available under the Global Offering (before any exercise of the Over-allotment Option) to facilitate the return of 13,403,000 Shares borrowed from Broncus Biomedical Limited pursuant to the Stock Borrowing Agreement. The last purchase made by the Stabilizing Manager on the market during the stabilization period was on October 15, 2021 at the price of HK$12.58 per Share (exclusive of brokerage of 1.0%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005%).
LAPSE OF THE OVER-ALLOTMENT OPTION
The Joint Representatives (for themselves and on behalf of the International Underwriters) did not exercise the Over-allotment Option during the stabilization period, and the Over-allotment Option lapsed on October 16, 2021. Accordingly, no Shares were or will be issued under the Over-allotment Option.
PUBLIC FLOAT
Immediately after the end of the stabilization period, the Company will continue to comply with the public float requirements under Rule 8.08(1)(a) of the Listing Rules.
By order of the Board Broncus Holding Corporation ZHAN Guowei Executive Director
Hong Kong, October 17, 2021
As at the date of this announcement, the Board of Directors of the Company comprises Mr. ZHAN Guowei and Mr. XU Hong as executive directors, Mr. ZHAO Michael Yi Wei as Chairman and non-executive director, Mr. ZI Zhenjun and Mr. ZHANG Ao as non-executive directors, and Dr. KAM Pok Man, Professor LAU Joseph Wan Yee and Dr. JI Jian as independent non-executive directors.
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