AI assistant
Goldpac Group Limited — Capital/Financing Update 2013
Dec 20, 2013
50805_rns_2013-12-20_2c492fd7-e116-4ccc-8b06-58cf4c6ac392.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
Unless otherwise defi ned in this announcement, terms defi ned in the prospectus dated 22 November 2013 (“ Prospectus ”) issued by Goldpac Group Limited (the “ Company ”) have the same meanings when used in this announcement.
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 for information purposes only and does not constitute an invitation or offer or an invitation to induce an offer by any person to acquire, purchase or subscribe for the Offer Shares.
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 Shares have not been, and will not be, registered under the United States Securities Act of 1933, as amended from time to time (the “ US Securities Act ”). The securities may not be offered or sold in the United States except pursuant to registration or an exemption from the registration requirements of the US Securities Act. There will be no public offer of securities in the United States. There will not and is not currently intended to be any public offering of securities in the United States.
In connection with the Global Offering, BOCI Asia Limited, as stabilising manager (the “ Stabilising Manager ”), its affi liates or any person acting for it, on behalf of the Underwriters, may effect transactions with a view to stabilising or supporting the market price of the Shares at a level higher than that which might otherwise prevail for a limited period after Listing Date. However, there is no obligation on the Stabilising Manager, its affi liates or any person acting for it, to conduct any such stabilising action, which, if commenced, will be done at the sole and absolute discretion of the Stabilising Manager, its affi liates or any person acting for it, and may be discontinued at any time. Any such stabilising activity is required to be brought to an end on the 30th day after the last day for the lodging of applications under the Hong Kong Public Offering. Such stabilisation action, if commenced, may be effected in all jurisdictions where it is permissible to do so, in each case in compliance with all applicable laws, rules and regulatory requirements, including the Securities and Futures (Price Stabilizing) Rules, as amended, made under the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong).
Potential investors should be aware that stabilising action cannot be taken to support the price of the Shares for longer than the stabilisation period which begins on the Listing Date and is expected to expire on Friday, 27 December 2013, being the 30th day after the date of closing of the application lists under the Hong Kong Public Offering. After this date, no further stabilising action may be taken, demand for the Shares, and therefore the price of the Shares, could fall.
1
==> picture [199 x 35] intentionally omitted <==
Goldpac Group Limited 金邦達寶嘉控股有限公司
(Incorporated in Hong Kong with limited liability)
FULL EXERCISE OF OVER-ALLOTMENT OPTION
The Company announces that the Over-allotment Option described in the Prospectus has been fully exercised by the Sole Global Coordinator (for itself and on behalf of the International Underwriters) on 20 December 2013 in respect of an aggregate of 30,000,000 Shares, representing 15% of the Offer Shares initially available under the Global Offering, to cover the over-allocations in the International Offering. The Over-allotment Shares will be sold by the Company at HK$5.39 per Share (exclusive of 1% brokerage, 0.003% SFC transaction levy and 0.005% Stock Exchange trading fee), being the Offer Price per Shares under the Global Offering.
The Company announces that the Over-allotment Option described in the Prospectus has been fully exercised by the Sole Global Coordinator (for itself and on behalf of the International Underwriters) on 20 December 2013 in respect of an aggregate of 30,000,000 Shares (the “ Over-allotment Shares ”), representing 15% of the Offer Shares initially available under the Global Offering, to cover the over-allocations in the International Offering.
The Over-allotment Shares will be sold by the Company at HK$5.39 per Share (exclusive of 1% brokerage, 0.003% SFC transaction levy and 0.005% Stock Exchange trading fee), being the Offer Price per Shares under the Global Offering. Approval for the listing of and permission to deal in the Over-allotment Shares have already been granted by the Listing Committee of the Stock Exchange.
The shareholding structure of the Company immediately before and immediately after the sale of the Over-allotment Shares by the Company is as follows:
2
A. IMMEDIATELY BEFORE THE SALE OF THE OVER-ALLOTMENT SHARES
| Shareholders Goldpac International (Holding) Limited Gemplus International S.A. BOCI Investment Limited Public Total |
Number of Shares 356,839,422 152,931,181 90,229,397 200,000,000 800,000,000 |
Approximate percentage of the issued share capital of the Company (%) 44.60 19.12 11.28 25.00 100.00 |
|---|---|---|
B. IMMEDIATELY AFTER THE SALE OF THE OVER-ALLOTMENT SHARES
| Shareholders Goldpac International (Holding) Limited Gemplus International S.A. BOCI Investment Limited Public Total |
Number of Shares 356,839,422 152,931,181 90,229,397 230,000,000 830,000,000 |
Approximate percentage of the issued share capital of the Company (%) 42.99 18.43 10.87 27.71 100.00 |
|---|---|---|
The net proceeds of approximately HK$155,381,000 from the sale of the Over-allotment Shares by the Company will be used by the Company for the purposes as set out in the section headed “Future Plan and Use of Proceeds — Use of Proceeds” in the Prospectus.
After the sale of the Over-allotment Shares by the Company, the Company will continue to comply with the public fl oat requirements under Rule 8.08(1)(a) of the Listing Rules whereby at least 25% of the total issued share capital of the Company will be held by the public.
3
A separate announcement will be made by the Company at the end of the stabilisation period in connection with the Global Offering pursuant to section 9(2) of the Securities and Futures (Price Stabilizing) Rules (Chapter 571W of the Laws of Hong Kong).
By order of the board of directors of Goldpac Group Limited Lu Run Ting Chairman and Executive Director
Hong Kong, 20 December 2013
As at the date of this announcement, the executive directors of the Company are Mr. Lu Run Ting, Mr. Hou Ping, Mr. Lu Runyi and Mr. Lu Xiaozhong; the non-executive directors of the Company are Mr. Christophe Jacques Pagezy and Mr. Ting Tao I; and the independent non-executive directors of the Company are Mr. Zhu Lijun, Mr. Mak Wing Sum Alvin and Mr. Liu John Jianhua.
4