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Great Eagle Holdings Limited — M&A Activity 2023
Aug 21, 2023
48897_rns_2023-08-21_69da2514-057b-4a19-8af0-e5757d9d7007.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 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, or form part of, any offer to purchase or subscribe for or an invitation to purchase or subscribe for any securities of the Offeror, TACI and CMH.
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FAREAST GLOBAL LIMITED
(Incorporated in the British Virgin Islands with limited liability)
China Medical & HealthCare Group Limited
(Incorporated in Bermuda with limited liability)
(Stock Code: 383)
JOINT ANNOUNCEMENT
MONTHLY UPDATE ON MANDATORY CONDITIONAL CASH OFFER BY YU MING INVESTMENT MANAGEMENT LIMITED ON BEHALF OF THE OFFEROR TO ACQUIRE ALL ISSUED SHARES OF CHINA MEDICAL & HEALTHCARE GROUP LIMITED (OTHER THAN THOSE SHARES ALREADY OWNED AND/OR AGREED TO BE ACQUIRED BY THE OFFEROR AND PARTIES ACTING IN CONCERT WITH IT)
Financial adviser to the Offeror
Financial adviser to CMH
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References are made to (i) the announcement (the “ Joint Announcement ”) dated 16 June 2023 (as supplemented by the clarification announcement dated 19 June 2023) jointly issued by the Offeror, TACI, AGL and CMH in relation to, among other things, the CMH Offer; and (ii) the announcements dated 7 July 2023 and 21 July 2023 jointly issued by the Offeror, TACI and CMH in relation to the delay in despatch of the Composite Document. Capitalised terms used herein shall have the same meanings as those defined in the Joint Announcement unless specified otherwise.
As at the date of this joint announcement, the Offeror, TACI and CMH are finalising the contents of the Composite Document (including, among other things, the incorporation of the unaudited financial information of the CMH Group for the six months ended 30 June 2023 published by CMH on 18 August 2023). It is expected that the Composite Document together with the form of acceptance will be despatched on or around 31 August 2023.
Further announcement(s) will be jointly made by the Offeror, TACI and CMH when the Composite Document together with the form of acceptance are despatched or in the event of any other changes to the expected timetable as and when appropriate in compliance with the Takeovers Code.
WARNING
The CMH Offer is conditional. Accordingly, the CMH Offer may or may not become unconditional. CMH Shareholders, TACI Shareholders and potential investors are advised to exercise caution when dealing in the CMH Shares and TACI Shares, respectively, and if they are in any doubt about their position, they should consult their licensed securities dealers or registered institutions in securities, bank managers, solicitors, professional accountants or other professional advisers.
On behalf of the Board Tian An China Investments Company Limited Tao Tsan Sang Executive Director
On behalf of the Board On behalf of the Board Fareast Global Limited China Medical & HealthCare Group Limited Tao Tsan Sang Chong Sok Un Director Deputy Chairman
Hong Kong, 21 August 2023
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As at the date of this joint announcement, the CMH Board comprises Ms. Chong Sok Un, Mr. Kong Muk Yin, Mr. Guo Meibao and Mr. Zhou Haiying as executive directors; Mr. Lai Hin Wing Henry Stephen and Mr. Gao Zhaoyuan as non-executive directors; and Mr. Zhang Jian, Dr. Xia Xiaoning, Dr. Wong Wing Kuen, Albert and Ms. Yang Lai Sum, Lisa as independent non-executive directors.
The CMH Directors jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than those relating to the Offeror, TACI, their associates and parties acting in concert with any of them) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than the opinions expressed by the directors of Offeror and TACI) 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.
As at the date of this joint announcement, the TACI Board comprises Mr. Song Zengbin (Deputy Chairman), Mr. Patrick Lee Seng Wei (Managing Director), Mr. Edwin Lo King Yau and Mr. Tao Tsan Sang as executive directors; Mr. Lee Seng Hui (Chairman) and Dr. Moses Cheng Mo Chi as non-executive directors; and Mr. Francis J. Chang Chu Fai, Mr. Jiang Guofang, Mr. Jin Hui Zhi, Mr. Ngai Wah Sang and Ms. Lisa Yang Lai Sum as independent non-executive directors.
The TACI Directors jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than those relating to CMH, its associates and parties acting in concert with any of them) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than the opinions expressed by the directors of CMH (excluding TACI Directors)) 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.
As at the date of this joint announcement, the directors of the Offeror are Mr. Patrick Lee Seng Wei, Mr. Edwin Lo King Yau, Mr. Tao Tsan Sang and Mr. Liu Kin Sun.
The directors of the Offeror jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than those relating to CMH, TACI, their associates and parties acting in concert with any of them) and confirms, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than opinions expressed by the directors of CMH and TACI (excluding directors of the Offeror)) 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.
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