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Global Corn Group Limited — Capital/Financing Update 2023
May 31, 2023
50915_rns_2023-05-31_79f25092-8cf1-4615-b5a1-dbe8f0424756.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 joint 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 joint announcement.
This joint announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of Global Sweeteners Holdings Limited.
KONG ZHANPENG
孔展鵬
WANG TIEGUANG 王鐵光
GLOBAL SWEETENERS HOLDINGS LIMITED
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(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 03889)
JOINT ANNOUNCEMENT DESPATCH OF CIRCULAR IN RELATION TO
(1) SPECIAL DEAL, DISCLOSEABLE AND CONNECTED TRANSACTION IN RELATION TO DISPOSAL OF ENTIRE EQUITY INTERESTS IN DIHAO COMPANIES;
(2) SPECIAL DEAL, MAJOR AND CONNECTED TRANSACTION IN RELATION TO PROVISION OF COUNTER-GUARANTEE AND INDEMNITY; AND
(3) ISSUE OF CONVERTIBLE BONDS UNDER SPECIFIC MANDATE
Joint financial advisers to the Joint Offerors
Independent Financial Adviser to the Independent Board Committee
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Reference is made to the (i) joint announcement issued by Mr. Kong Zhanpeng (孔展鵬), Mr. Wang Tieguang (王鐵光) (together, the “ Joint Offerors ”), Global Bio-chem Technology Group Company Limited and Global Sweeteners Holdings Limited (the “ Company ”) dated 6 April 2023 in relation to, among other things, the Dihao Transfer and the GSH Counter-guarantee, i.e. the Special Deals, the CB Subscription and the Offer; (ii) the joint announcement issued by the Joint Offerors and the Company dated 27 April 2023 in relation to the delay in despatch of composite document relating to the Offer; (iii) the joint announcement issued by the Joint Offerors and the Company dated 23 May 2023 in relation to the delay in despatch of the circular of the Company relating to the Special Deals and the CB Subscription and monthly update of the possible Offer; and (iv) the circular (the “ Circular ”) dated 31 May 2023 issued by the Company relating to the Special Deals and the CB Subscription. Unless the context otherwise requires, all capitalised terms used in this joint announcement shall have the same meanings as those defined in the Circular.
The Circular containing, among other things, information on the Special Deals and the CB Subscription, the letter of recommendation from the Independent Board Committee and the letter of advice from the Independent Financial Adviser to the Independent Board Committee and the Independent Shareholders, other information as required under the Listing Rules and the Takeovers Code and a notice of the EGM has been despatched to the Shareholders on 31 May 2023.
The EGM will be held at Salon 1, 7/F, Harbour Plaza Metropolis Hotel, 7 Metropolis Drive, Hunghom, Kowloon, Hong Kong at 10:30 a.m. on Tuesday, 20 June 2023, details of which are set out in the notice of the EGM contained in the Circular.
WARNING: The Shareholders are encouraged to read the Circular carefully, including the recommendation of the Independent Board Committee and the letter of advice from the Independent Financial Adviser in respect of the Special Deals and the CB Subscription before deciding how to vote for the Special Deals and the CB Subscription. Shareholders, and/or potential investors of the Company should exercise caution when dealing in the securities of the Company. Persons who are in doubt as to the action they should take should consult their licensed securities dealers or registered institutions in securities, bank managers, solicitors, professional accountants or other professional parties.
By order of the board of Global Sweeteners Holdings Limited Kong Zhanpeng Wang Tieguang Wang Guicheng Chairman
Hong Kong, 31 May 2023
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As at the date of this joint announcement, the Board comprises two executive directors, namely, Mr. Wang Guicheng and Mr. Tai Shubin; and three independent non-executive directors, namely, Mr. Fan Yeran, Mr. Fong Wai Ho and Mr. Lo Kwing Yu.
All Directors jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than the information relating to the Joint Offerors, their respective associates and parties acting in concert with them), and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than those expressed by the Joint Offerors) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.
Offeror A accepts full responsibility for the accuracy of the information contained in this joint announcement (other than the information relating to the Group, Offeror B, their respective associates and parties acting in concert with them), and confirm, having made all reasonable enquiries, that to the best of his knowledge, opinions expressed in this joint announcement (other than those expressed by the Group, its respective directors or Offeror B) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement contained in this joint announcement misleading.
Offeror B accepts full responsibility for the accuracy of the information contained in this joint announcement (other than the information relating to the Group, Offeror A, their respective associates and parties acting in concert with them), and confirm, having made all reasonable enquiries, that to the best of his knowledge, opinions expressed in this joint announcement (other than those expressed by the Group, its directors or Offeror A) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement contained in this joint announcement misleading.
* For identification purpose only
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