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CMON Limited — Capital/Financing Update 2018
Feb 5, 2018
50172_rns_2018-02-05_0942734c-1c7e-4b9b-a14b-cb5b7c1a6b92.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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瀋陽公用發展股份有限公司 Shenyang Public Utility Holdings Company Limited
(a joint stock limited company incorporated in the People’s Republic of China)
(Stock code: 747)
SUPPLEMENTAL ANNOUNCEMENT – AMENDMENTS ON TERMS AND CONDITIONS OF CAPITAL CONTRIBUTION IN SHENZHEN ZHONG DE LOGISTICS COMPANY LIMITED
This announcement is made by Shenyang Public Utility Holdings Limited (the “ Company ”) pursuant to Rule 13.09 of the Rules Governing the Listing of Securities (the “ Listing Rules ”) on The Stock Exchange of Hong Kong Limited and the Inside Information Provisions (as defined in the Listing Rules) under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).
Reference is made to the announcement of the Company dated 11 May 2017 in relation to the capital contribution to Zhong De Logistic (the “ Announcement ”). Terms defined in the Announcement shall have the same meanings when used herein unless the context requires otherwise.
Pursuant to the Capital Contribution Agreement, Shenzhen Shenxi, being the new investor, shall make capital contribution in the total sum of RMB155,000,000 to Zhong De Logistic, in which RMB5,000,000 will be contributed to the registered share capital while RMB150,000,000 will be contributed as the capital reserve of Zhong De Logistic.
As at the date of this announcement, Shenzhen Shenxi has made the contribution of RMB150,000,000 to Zhong De Logistic and the balance of RMB5,000,000 remains unpaid. The completion of the change in industry and commercial registration of the shares in Zhong De Logistic in the name of Shenzhen Shenxi has not been completed due the equity interest in Zhong De Logistic held by SHHH Development and SNP Investment pledged to the banks have not yet released.
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Zhong De Logistics is a limited liability company established under the laws of the PRC. Its principal businesses include domestic logistics, freight forwarding, warehousing and distribution services. The major asset of Zhong De Logistics currently consists of the land use right of a parcel of land located at Henggang Street, Longgang District, Shenzhen* (深 圳市龍崗區橫崗街道), with a gross floor area of approximately 236,518.85 square meters (the“ Land ”). Prior to completion of the Capital Contribution, Zhong De Logistics is owned as to 70% by SNP Investment and 30% by SHHH Development. Zhong De Logistics is currently engaged in an integrated logistics park development project (the “ Project ”) constructing on the Land. The Project will be developed into an integrated and multifunctional logistics park, providing comprehensive range of integrated logistics and warehouse storage facilities and service. The major buildings to be constructed include warehouses, office buildings, canteen, dormitory and basements. The construction of Project has been started since 2013 and the completion of construction is scheduled before 31 December 2019. It is expected that the logistics park will starts operation in June 2020.
On 5 February 2018, all parties to the Capital Contribution Agreement and Zhong De Logistic entered into a supplemental agreement (the “ Supplemental Agreement ”) to supplement the certain terms and conditions of the Capital Contribution Agreement as follows:
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SHHH Development, SNP Investment and Zhong De Logistic would accelerate the change in industry and commercial registration procedures in respect of the shares of Zhong De Logistic in the name of Shenzhen Shenxi and the change in industry and commercial registration shall be completed by 30 September 2018;
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All parties to the Supplemental Agreement agreed that before the change in industry and commercial registration procedures by 30 September 2018, Shenzhen Shenxi shall has right to convert the contributed amount of RMB150,000,000 already paid to Zhong De Logistic to the premises in the Project (the “ Premise ”) with the equivalent value (the “ Conversion ”).
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SHHH Development, SNP Investment and Zhong De Logistic guaranteed that Shenzhen Shenxi has the priority right to choose the location of the premise in the Project. Upon the Conversion is executed, Shenzhen Shenxi shall has right to determine the floor area and the price of the Premise with reference to its market value as well as its appraised value estimated by the independent valuer.
Save for the amendment of terms and conditions as disclosed above, all other terms and conditions of the Capital Contribution Agreement shall remain unchanged.
By Order of the Board
Shenyang Public Utility Holdings Company Limited Zhang Jing Ming Chairman
Shenyang, the PRC, 5 February 2018
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As at the date of this announcement, the executive directors of the Company are Mr. Zhang Jing Ming, Mr. Deng Xiao Gang and Mr. Huang Zhen Kun, the non-executive directors are Mr. Yin Zong Chen and Ms. Li Yu Xiang and the independent non-executive directors are Mr. Chan Ming Sun Jonathan, Mr. He Qing Jia and Mr. Yu Guan Jian.
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