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Geotech Holdings Ltd. — Capital/Financing Update 2017
Nov 2, 2017
50105_rns_2017-11-02_5e79f3ac-4a64-425a-9e0e-762e8821739f.pdf
Capital/Financing Update
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Unless otherwise defined herein, terms used in this announcement shall have the same meanings as those defined in the prospectus dated 28 September 2017 (the “ Prospectus ”) issued by Geotech Holdings Ltd. (the “ Company ”).
This announcement is for information purposes only and does not constitute an offer or an invitation to induce an offer by any person to acquire, purchase or subscribe for securities of the Company. Potential investors should read the Prospectus carefully for detailed information about the Company and the Share Offer described below before deciding whether or not to invest in the Offer Shares.
Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) and Hong Kong Securities Clearing Company 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 not for release, publication, distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia). This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The Offer Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the “ U.S. Securities Act ”) or any state securities law in the United States and may not be offered, sold, pledged or transferred within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. There will be no public offer of securities in the United States.
Geotech Holdings Ltd.
(Incorporated in the Cayman Islands with limited liability) (Stock code : 1707)
STABILISATION ACTIONS, END OF STABILISATION PERIOD AND LAPSE OF OVER-ALLOTMENT OPTION
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).
The Company announces that the stabilisation period in connection with the Share Offer ended on Friday, 3 November 2017, being the 30th day after the last day for lodging applications under the Public Offer.
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The Stabilising Manager (for and on behalf of the Placing Underwriters) has confirmed to the Company that there has been no over-allocation of Shares in the Placing. Therefore, the Stabilising Manager (for and on behalf of the Placing Underwriters) did not exercise the Over-allotment Option and no stabilising activity as described in the Prospectus (including the borrowing of Shares by the Stabilising Manager under the Stock Borrowing Agreement) was carried out during the stabilisation period, which begins on the Listing Date and ends on Friday, 3 November 2017, being the 30th day after the last day for lodging applications under the Public Offer.
As such, the Over-allotment Option was not exercised during the stabilisation period and lapsed on Friday, 3 November 2017.
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).
END OF STABILISATION PERIOD
The Company announces that the stabilisation period in connection with the Share Offer ended on Friday, 3 November 2017, being the 30th day after the last day for the lodging of applications under the Public Offer.
STABILISATION ACTIONS AND LAPSE OF OVER-ALLOTMENT OPTION
The Stabilising Manager (for and on behalf of the Placing Underwriters) has confirmed to the Company that there has been no over-allocation of Shares in the Placing. Therefore, the Stabilising Manager (for and on behalf of the Placing Underwriters) did not exercise the Over-allotment Option and no stabilising activity as described in the Prospectus (including the borrowing of Shares by the Stabilising Manager under the Stock Borrowing Agreement) was carried out during the stabilisation period, which begins on the Listing Date and ends on Friday, 3 November 2017, being the 30th day after the last day for lodging applications under the Public Offer. As such, the Over-allotment Option was not exercised during the stabilisation period and lapsed on Friday, 3 November 2017.
The Company continues to comply with the public float requirement under Rule 8.08(1)(a) of the Listing Rules whereby at least 25% of the Company’s total number of issued shares must at all times be held by the public.
By order of the Board Geotech Holdings Ltd. Yau Kin Wing Sino Chairman and Executive Director
Hong Kong, 3 November 2017
As at the date of this announcement, the Board comprises Mr. Yau Kin Wing Sino (Chairman), Mr. Cheung Ting Kam, Mr. Kung Ho Man and Ms. Tang Ka Wa Danise as executive Directors, and Mr. Fung Chi Kin, Mr. Cheung Wai Lun Jacky and Mr. Chow Chun To as independent non-executive Directors.
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