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China Metal Resources Utilization Limited Capital/Financing Update 2021

Oct 19, 2021

50056_rns_2021-10-19_a7335bc5-dfc0-4c0b-9237-d84cce6bf73a.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 a solicitation of an offer to acquire, purchase or subscribe for securities.

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CHINA METAL RESOURCES UTILIZATION LIMITED 中國金屬資源利用有限公司

(Incorporated in the Cayman Islands with limited liability) (Stock Code: 1636)

COMPLETION OF ISSUE OF NEW SHARES UNDER GENERAL MANDATE

Reference is made to the announcement of the Company dated 13 October 2021 (the " Announcement ") in relation to the Subscription Agreement and the proposed issue of 172,043,011 Subscription Shares under the General Mandate. Unless the context otherwise requires, terms used in this announcement shall have the same meaning as those defined in the Announcement.

COMPLETION OF SUBSCRIPTION

The Board is pleased to announce that all of the conditions precedent under the Subscription Agreement have been fulfilled and Completion has taken place on 19 October 2021, whereby 172,043,011 Subscription Shares were allotted and issued to the Subscriber and the Subscription Consideration in the sum of HK$80,000,000 has been set off against the equivalent amount of the Outstanding Liabilities on a dollar-for-dollar basis pursuant to the deed of set-off dated 13 October 2021 entered into between the Company and the Subscriber.

EFFECTS OF SHAREHOLDING STRUCTURE OF THE COMPANY

The 172,043,011 Subscription Shares represent (i) approximately 5.24% of the total issued share capital of the Company immediately before Completion; and (ii) approximately 4.98% of the total issued share capital of the Company as enlarged by the issue of the 172,043,011 Subscription Shares immediately after Completion.

To the best of the Directors’ knowledge, information and belief after having made all reasonable enquiries, the shareholding structure of the Company (i) immediately before Completion; and (ii) immediately after Completion is as follows:

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Shareholders
Mr. Yu Jianqiu and Epoch Keen
Limited_(note 1)
First Harvest Global Limited, Gold
Wide Enterprises Limited and
Ocean Through Limited
(note 2)
Mr. Kwong Wai Sun Wilson
(note 3)_
Mianyang Fule Investment Co., Ltd.
(綿陽富樂投資有限公司)(note 4)
Quaestus Capital Pte. Ltd.(note 5)
The Subscriber_(note 6)_
Public Shareholders
Total*
Immediately before
Completion
Number of
Shares
directly or
indirectly
held
Approximate
percentage of
the issued
share capital
of the
Company
(%)
538,998,400
16.41%
310,317,000
9.45%
3,272,600
0.10%
717,994,566
21.86%
280,312,902
8.54%
0
0.00%
1,433,081,588
43.64%
3,283,977,056
100.00%
Immediately after Completion
Number of
Shares
directly or
indirectly
held
Approximate
percentage of
the issued
share
capital of the
Company
(%)
538,998,400
15.60%
310,317,000
8.98%
3,272,600
0.09%
717,994,566
20.78%
280,312,902
8.11%
172,043,011
4.98%
1,433,081,588
41.46%
3,456,020,067
100.00%

Notes :

  1. The Shares were held by Mr. Yu Jianqiu, chairman and an executive Director of the Company, together with Epoch Keen Limited, a company wholly-owned by Mr. Yu Jianqiu.

  2. First Harvest Global Limited, Gold Wide Enterprises Limited and Ocean Through Limited are companies wholly-owned by Mr. Huang Weiping, an executive Director.

  3. Mr. Kwong Wai Sun Wilson is an executive Director.

  4. Mianyang Fule Investment Co., Ltd. (綿陽富樂投資有限公司) is 100% controlled by State Owned Assets Supervision and Administration Office of Youxian District Mianyang City (綿陽市游仙區國有資產監督管理辦公室).

  5. Quaestus Capital Pte Ltd is 80% controlled by Kwek Steven Poh Song.

  6. Peaceful Wealth International Limited is wholly-owned by Ms. Shen Xiaoman, an Independent Third Party.

By order of the Board China Metal Resources Utilization Limited Mr. YU Jianqiu Chairman

Hong Kong, 19 October 2021

As at the date of this announcement, the Board comprises four executive directors, namely, Mr. Yu Jianqiu (Chairman), Mr. Kwong Wai Sun Wilson, Mr. Huang Weiping and Ms. Zhu Yufen; and three independent non-executive directors, namely, Mr. Lee Ting Bun Denny, Mr. Pan Liansheng and Ms. Ren Ruxian.

*for identification purposes

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