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GoFintech Quantum Innovation Limited — M&A Activity 2016
Jul 4, 2016
49098_rns_2016-07-04_81dbe429-5a81-4370-ac01-50e069e015f9.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.
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NEW TIMES ENERGY CORPORATION LIMITED 新時代能源有限公司[*]
(Incorporated in Bermuda with limited liability) (Stock Code: 00166)
COMPLETION OF MAJOR TRANSACTION IN RELATION TO TRANSACTION II
Reference is made to the announcement of New Times Energy Corporation Limited (the “ Company ”) dated 7 October 2014, 28 November 2014, 22 December 2014, 24 February 2015 (the “ Announcements ”) and the circular of the Company dated 5 December 2014 (the “ Circular ”) in relation to the major transaction concerning the Subscription Agreement and the Sale and Purchase Agreement.
Unless the context requires otherwise, capitalised terms used herein shall have the same meaning as those defined in the Circular.
COMPLETION OF TRANSACTION II
The Board announces that all the Disposal Conditions Precedent II for Transaction II have been fulfilled pursuant to the Sale and Purchase Agreement. Disposal Completion II have taken place on 4 July 2016. Upon Disposal Completion II, Shine Great is now wholly-owned by Goldlink, and the Company ceases to hold any interest in the Disposal Group.
* For identification purpose only
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ADJUSTMENTS TO DISPOSAL CONSIDERATION II
As the actual revenue and the actual after-tax profit of the Disposal Group for the financial year ended 31 December 2015 cannot satisfy the Revenue Guarantee and Profit Guarantee respectively and resulted in a shortfall between the revenue of the Revenue Guarantee and the actual revenue of the Disposal Group and/or the after-tax profit of the Profit Guarantee and the actual profit of the Disposal Group over 20%, and hence, Disposal Consideration II payable by Goldlink to Total Belief has been reduced by 2% to HK$132,535,348.
By order of the Board New Times Energy Corporation Limited Cheng Kam Chiu, Stewart Chairman
Hong Kong, 4 July 2016
As at the date of this announcement, the Board comprises six Directors, of whom two are executive Directors, namely Mr. Cheng Kam Chiu, Stewart and Mr. Cheng Ming Kit; and four are independent non-executive Directors, namely Mr. Wong Man Kong, Peter, Mr. Chan Chi Yuen, Mr. Yung Chun Fai, Dickie and Mr. Chiu Wai On.
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