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GoFintech Quantum Innovation Limited Share Issue/Capital Change 2016

Jul 20, 2016

49098_rns_2016-07-20_53685c20-dc9e-48ed-bdf8-f76c92bdf10c.pdf

Share Issue/Capital Change

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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 purpose only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities of the Company.

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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 CONNECTED TRANSACTION RELATING TO SUBSCRIPTION OF NEW SHARES BY A SUBSTANTIAL SHAREHOLDER AND ISSUE OF THE SUBSCRIPTION SHARES UNDER SPECIFIC MANDATE

References are made to the announcements of New Times Energy Corporation Limited (the ‘‘Company’’) dated 17 May 2016, 7 June 2016, 28 June 2016 and 14 July 2016 and the circular of the Company dated 28 June 2016 (the ‘‘Circular’’) in relation to, among other things, the Subscription Agreement and the transactions contemplated thereunder, the grant of the Specific Mandate and the Whitewash Waiver. Unless the context requires otherwise, capitalised terms used herein shall have the same meanings as those defined in the Circular.

COMPLETION OF THE SUBSCRIPTION

The Board is pleased to announce that all the Conditions have been fulfilled and the Completion took place on 20 July 2016 in accordance with the terms and conditions of the Subscription Agreement. Upon the Completion, 2,910,000,000 new Shares, representing approximately 53.79% of the issued share capital of the Company as at the date of this announcement, have been duly allotted and issued as fully paid to the Subscriber at the Subscription Price of HK$0.154 per Subscription Share. Accordingly, immediately after the Completion, the total number of issued Shares is 5,410,321,992.

  • For identification purpose only

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The following table sets out the shareholding structure of the Company (i) immediately before the Completion, and (ii) immediately after the Completion:

The Subscriber and its concert partyThe Subscriber*Chow Tai Fook Enterprises Limited**Sub-total of the Subscriber and itsconcert partyDirectorMr. Cheng Ming KitSub-total of DirectorOther ShareholdersTotal Immediately before theCompletionNumber ofissued SharesApproximatePercentage(%)606,537,54424.2616,514,5000.66623,052,04424.921,0000.000041,0000.000041,877,268,94875.082,500,321,992100 Immediately after theCompletionNumber ofissued SharesApproximatePercentage(%)3,516,537,54465.0016,514,5000.303,533,052,04465.301,0000.000021,0000.000021,877,268,94834.705,410,321,992100 Immediately after theCompletionNumber ofissued SharesApproximatePercentage(%)3,516,537,54465.0016,514,5000.303,533,052,04465.301,0000.000021,0000.000021,877,268,94834.705,410,321,992100
65.300.00002
0.0000234.70
100

Notes:

  • As at the date of this announcement, the Subscriber holds certain warrants issued by the Company on 16 July 2012 in the aggregate principal amount of HK$105,000,000 (which warrants entitle their holder to subscribe for new Shares at HK$0.86 per Share and will expire on 15 July 2017).

The Subscriber is wholly-owned by Chow Tai Fook Nominee Limited, which is in turn held as to approximately 99.80% by Chow Tai Fook (Holding) Limited. Chow Tai Fook (Holding) Limited is held as to approximately 78.58% by Chow Tai Fook Capital Limited (which is in turn held by Cheng Yu Tung Family (Holdings) Limited and Cheng Yu Tung Family (Holdings II) Limited as to approximately 48.98% and 46.65%, respectively). Dr. Cheng Kar Shun, Henry, Mr. Cheng Kar Shing, Peter, Mr. Sun Cheng Lai Ha, Cecilia and Ms. Doo Cheng Sau Ha, Amy collectively hold a controlling interest in each of Cheng Yu Tung Family (Holdings) Limited and Cheng Yu Tung Family (Holdings II) Limited.

  • ** Chow Tai Fook Enterprises Limited (being a wholly owned subsidiary of Chow Tai Fook (Holding) Limited, which holds 99.80% of the issued share capital of Chow Tai Fook Nominee Limited, which in turn holds the entire issued share capital of the Subscriber) holds 16,514,500 Shares, representing approximately 0.30% of the issued share capital of the Company as at the date of this announcement after the Completion.

By order of the Board New Times Energy Corporation Limited Cheng Kam Chiu, Stewart Chairman

Hong Kong, 20 July 2016

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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.

The Directors jointly and severally accept all responsibility for accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

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