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DPC Dash Ltd — Capital/Financing Update 2023
Apr 20, 2023
49903_rns_2023-04-20_1682d4cb-12ac-4d32-9cd9-72db7415ba65.pdf
Capital/Financing Update
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Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) and Hong Kong Securities Clearing Company Limited (“ HKSCC ”) 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.
Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those defined in the prospectus dated March 16, 2023 (the “ Prospectus ”) of DPC Dash Ltd (the “ Company ”).
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 or solicit an offer by any person to acquire, purchase or subscribe for any of the securities of the Company in the United States or any other jurisdiction. This announcement is not a prospectus. Potential investors should read the Prospectus for detailed information about the Global Offering described below before deciding whether or not to invest in the Offer Shares. Any investment decision in relation to the Offer Shares should be taken solely in reliance on the information provided in the Prospectus.
This announcement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of Offer Shares in any jurisdiction in which such offer, solicitation or sales would be unlawful. This announcement is not for release, publication or distribution, directly or indirectly, in or into the United States or any other jurisdiction where such distribution is prohibited by law, nor is this announcement an offer for sale or solicitation to purchase or subscribe for securities in the United States or any other jurisdictions. The Offer Shares have not been, and will not be, registered under the United States Securities Act of 1933, as amended from time to time (the “ U.S. Securities Act ”), or any applicable state securities laws, and may not be offered, sold, pledged or transferred within the United States or to, or for the account or benefit of U.S. persons (as defined in Regulation S under the U.S. Securities Act (the “ Regulation S ”)) except in transactions exempt from, or not subject to, the registration requirements of the U.S. Securities Act. The Offer Shares are being offered and sold (i) solely to qualified institutional buyers pursuant to an exemption from registration under Rule 144A of the U.S. Securities Act and (ii) outside the United States in offshore transactions in accordance with Regulation S. There will be no public offering of the Offer Shares in the United States.
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DPC Dash Ltd 達勢股份有限公司
(Incorporated in the British Virgin Islands with limited liability) (Stock Code: 1405)
STABILIZING ACTIONS AND END OF STABILIZATION PERIOD
The Company announces that the stabilization period in connection with the Global Offering ended on April 20, 2023, being the 30th day after the last day for the lodging of applications under the Hong Kong Public Offering. The stabilizing actions taken by Merrill Lynch (Asia Pacific) Limited through its affiliates, as the Stabilizing Manager, or any person acting for it during the stabilization period are set out below:
- (1) over-allocation of an aggregate of 1,919,800 Offer Shares in the International Offering, representing approximately 15.00% of the total number of Offer Shares initially available under the Global Offering before any exercise of the Over-allotment Option;
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(2) borrowing of an aggregate of 1,919,800 Shares from Good Taste Limited pursuant to the Stock Borrowing Agreement dated March 21, 2023 to cover over-allocations in the International Offering;
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(3) successive purchases of an aggregate of 1,094,600 Shares in the price range of HK$45.85 to HK$46.00 per Share (exclusive of brokerage of 1.0%, SFC transaction levy of 0.0027%, Stock Exchange trading fee of 0.00565% and AFRC transaction levy of 0.00015%) on the market during the stabilization period, representing approximately 8.55% of the total number of Offer Shares initially available under the Global Offering before any exercise of the Overallotment Option. The last purchase made by the Stabilizing Manager or any person acting for it on the market during the stabilization period was on March 28, 2023 at the price of HK$45.95 per Share (exclusive of brokerage of 1.0%, SFC transaction levy of 0.0027%, Stock Exchange trading fee of 0.00565% and AFRC transaction levy of 0.00015%); and
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(4) the partial exercise of the Over-allotment Option by the Sole Overall Coordinator (on behalf of the International Underwriters) on April 3, 2023, in respect of an aggregate of 825,200 Shares, representing approximately 6.45% of the total number of Offer Shares initially available under the Global Offering before any exercise of the Over-allotment Option, at HK$46.0 per Offer Share (exclusive of brokerage of 1.0%, SFC transaction levy of 0.0027%, Stock Exchange trading fee of 0.00565% and AFRC transaction levy of 0.00015%), being the Offer Price per Offer Share under the Global Offering, to, among other things, facilitate the return to Good Taste Limited of part of the 1,919,800 Shares borrowed by the Stabilizing Manager under the Stock Borrowing Agreement.
There had been no sale of any Shares on the market for the purpose of price stabilization by the Stabilizing Manager during the stabilization period.
For further details of the partial exercise of the Over-allotment Option, please refer to the announcement of the Company dated April 3, 2023.
The portion of the Over-allotment Option which has not been exercised by the Sole Overall Coordinator (on behalf of the International Underwriters) lapsed on Thursday, April 20, 2023.
By order of the Board DPC Dash Ltd Frank Paul KRASOVEC Chairman
Hong Kong, April 20, 2023
As of the date of this announcement, the Board comprises Ms. Yi WANG as executive director, Mr. Frank Paul KRASOVEC, Mr. James Leslie MARSHALL, Mr. Zohar ZIV, Mr. Matthew James RIDGWELL and Mr. Joseph Hugh JORDAN as non-executive directors and Mr. David Brian BARR, Mr. Samuel Chun Kong SHIH and Ms. Lihong WANG as independent non-executive directors.
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