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China Frontier Technology Group — Capital/Financing Update 2021
Feb 16, 2021
50073_rns_2021-02-16_b58fdb03-a4aa-465f-ba50-481861b57264.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.
This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of the Company.
This announcement is not, and does not form any part of, an offer or invitation for the sale of securities in the United States (as defined in Regulation S under the Securities Act). Neither this announcement nor anything herein nor any copy thereof may be taken into or distributed, directly or indirectly, in or into the United States or any other jurisdiction where such release or distribution might be unlawful. The securities referred to herein have not been and will not be registered under the Securities Act, and may not be offered, sold or otherwise transferred within the United States unless the securities are registered under the Securities Act, or an exemption from the registration requirements of the Securities Act is available. The Company does not intend to register any securities described herein in the United States or to make any public offering of the securities in the United States.
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WISDOM SPORTS GROUP
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 1661)
SUPPLEMENTAL AGREEMENT TO PLACING OF NEW SHARES UNDER GENERAL MANDATE
Placing Agent
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Quasar Securities Co., Limited
Reference is made to the announcement of the Company dated 11 February 2021 (the “ Announcement ”) in relation to the Placing. Unless otherwise defined, capitalized terms used herein shall denote the same meanings as those defined in the Announcement.
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The Company announces that on 15 February 2021, the Placing Agent and the Company entered into a supplemental agreement to the Placing Agreement (the “ Supplemental Placing Agreement ”), pursuant to which the Placing Agent and the Company agree that the Placing Price shall be revised from HK$0.232 per Placing Share to HK$0.235 per Placing Share (the “ Revised Placing Price ”). Save for the Revised Placing Price, all other terms and conditions of the Placing Agreement shall remain unchanged and continue in full force and effect.
The Revised Placing Price of HK$0.235 represents:–
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(i) a discount of approximately 16.07% over the closing price of HK$0.28 per Share as quoted on the Stock Exchange on the date of the Placing Agreement;
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(ii) a discount of approximately 18.97% to the average closing price of HK$0.29 per Share as quoted on the Stock Exchange for the last five trading days prior to the date of the Supplemental Placing Agreement; and
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(iii) a discount of approximately 19.52% to the average closing price of HK$0.292 per Share as quoted on the Stock Exchange for the last five trading days prior to the date of the Placing Agreement.
The Revised Placing Price was negotiated on arm’s length basis between the Company and the Placing Agent. The Directors consider that the Placing (as supplemented by the Supplemental Placing Agreement) are on normal commercial terms and are fair and reasonable based on the current market conditions and is in the interests of the Company and the Shareholders as a whole.
Subject to completion of the Placing, it is expected that the maximum gross proceeds and net proceeds (after deducting the placing commission and other relevant costs and expenses) from the Placing will be approximately HK$74,868,274 and HK$72,622,226 respectively. On such basis, the net issue price will be approximately HK$0.228 per Placing Share.
Shareholders and potential investors of the Company should note that completion of the Placing is subject to fulfilment of the condition set out in the Placing Agreement. The Placing may or may not proceed. Shareholders and potential investors of the Company are therefore urged to exercise caution when dealing in the Shares and other securities of the Company.
By Order of the Board Wisdom Sports Group Ren Wen
Chairlady and Executive Director
Hong Kong, 15 February 2021
As at the date of this announcement, the executive Directors of the Company are Ms. Ren Wen, Mr. Sheng Jie, Mr. Song Hongfei and Ms. Hao Bin; and the independent non-executive Directors of the Company are Mr. Chen Zhijian, Mr. Ip Kwok On Sammy and Mr. Jin Guoqiang.
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