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Creative China Holdings Limited — M&A Activity 2017
May 5, 2017
51411_rns_2017-05-05_84b6bf0c-6cc9-4a53-91c8-d8cd1acdfff9.pdf
M&A Activity
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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 any securities of Creative China Holdings Limited.
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Creative China Holdings Limited 中國創意控股有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 8368)
INSIDE INFORMATION FURTHER ANNOUNCEMENT IN RESPECT OF A POSSIBLE ACQUISITION
This announcement is made by the Company pursuant to the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) and Rule 17.10 of the GEM Listing Rules.
Reference is made to the announcements of the Company dated 4 January 2016 (“ MOU Announcement ”), 4 July 2016 (the “ First Extension Announcement ”), 3 November 2016 (the “ Second Extension Announcement ”) and 10 February 2017 (the “ Third Extension Announcement ”, together with the MOU Announcement, the First Extension Announcement and the Second Extension Announcement, collectively the “ Announcements ”). Unless otherwise stated, capitalised terms used in this announcement shall have the same meanings as those defined in the Announcements.
As disclosed in the Third Extension Announcement, Galaxy Media, a direct wholly-owned subsidiary of the Company, and the Vendor agreed in writing to extend the Exclusively Period to 3 May 2017 (the “ Extended Exclusive Period ”).
The Board of the Company wishes to announce that, as at the date of this announcement, no Formal Agreement has been entered into between Galaxy Media and the Vendor, nor have Galaxy Media and the Vendor reached any agreement to further extend the Extended Exclusivity Period. As such, the MOU lapsed on 4 May 2017 and the Galaxy Media were released from all obligations thereunder, save for any liability arising out of any antecedent breaches. Nonetheless, Galaxy Media and the Vendor are still in the process of discussing and negotiating the terms and conditions of the Possible Acquisition. The Company shall make further announcement as and when appropriate in accordance with the GEM Listing Rules should Galaxy Media and the Vendor enter into any Formal Agreement in respect of the Possible Acquisition.
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The Board wishes to emphasise that the Possible Acquisition is subject to, amongst other things, the execution of the Formal Agreement and that the terms and conditions of which are yet to be agreed. Shareholders and potential investors of the Company should note that the Possible Acquisition may or may not materialise and the final structure and terms of the Possible Acquisition are yet to be finalised and may deviate from that set out in the lapsed MOU. Shareholders and potential investors of the Company should exercise caution when dealing in the Shares and other securities of the Company.
By order of the Board Creative China Holdings Limited Philip Jian Yang Chairman & Executive Director
Hong Kong, 5 May 2017
As at the date of this announcement, the Board of Directors of the Company comprises Mr. Philip Jian Yang, Mr. Yang Shiyuan and Ms. Yang Jianping as executive directors; Mr. Ge Xuyu and Mr. Wang Yong as non-executive directors; and Mr. Li Fei, Mr. Law Kin Ho and Mr. Tan Song Kwang as independent non-executive directors.
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 GEM website at www.hkgem.com on the “Latest Company Announcements” page for at least seven days from the date of its publication and will be published on the website of the Company at www.ntmediabj.com.
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