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HC Group Inc. Capital/Financing Update 2018

Nov 2, 2018

50493_rns_2018-11-02_71305c8a-b089-4580-8684-e16da932bf3b.pdf

Capital/Financing Update

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Monthly Return of Equity Issuer on Movements in Securities

For the month ended (dd/mm/yyyy) : 31/10/2018

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer HC Group Inc. Date Submitted 02/11/ 2018

I. Movements in Authorised Share Capital

1. Ordinary Shares 1. Ordinary Shares
(1) Stock code :02280
Description :
Ordinary Shares
No. of ordinary
shares
Par value
(HK$)
Balance at close of preceding month 2,000,000,000
0.1

Increase/(decrease)

Balance at close of the month
2,000,000,000
0.1
Ordinary Shares Authorised share
capital
(HK$)
200,000,000
200,000,000
Par value
(HK$)
0.1


0.1
(2) Stock code :
Description :
No. of ordinary
shares
Balance at close of preceding month

Increase/(decrease)
Balance at close of the month
Authorised share
capital
(State currency)
Par value
(State
currency)


2. Preference Shares

2. Preference Shares 2. Preference Shares 2. Preference Shares 2. Preference Shares 2. Preference Shares
Stock code :
Description :
No. of
preference
shares
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month
Authorised share
capital
(State currency)
Par value
(State
currency)
3.OtherClasses ofShares
Stock code :
Description :
No. of other
classes of
shares
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month
Authorised share
capital
(State currency)
Par value
(State
currency)

Total authorised share capital at the end of the month (State currency) : HK$200,000,000.00

II. Movements in Issued Share Capital

Balance at close of
preceding month
Increase/ (decrease)
during the month
Balance at close of
the month
No. of ordinary
(1)
shares
No of preference
shares
No. of other
classes of shares
(2)
shares
No of preference
shares
No. of other
classes of shares
(2)
shares
No of preference
shares
No. of other
classes of shares
(2)
1,120,402,210
1,120,402,210


III. Details of Movements in Issued Share Capital

Share Options (underShare OptionSchemes oftheIssuer) Share Options (underShare OptionSchemes oftheIssuer) Share Options (underShare OptionSchemes oftheIssuer) Share Options (underShare OptionSchemes oftheIssuer) Share Options (underShare OptionSchemes oftheIssuer) Share Options (underShare OptionSchemes oftheIssuer) Share Options (underShare OptionSchemes oftheIssuer)
Particulars of
share option
scheme
including EGM
approval date
(dd/mm/yyyy) and
class of shares
issuable
Movement during the month No. of new shares of
issuer issued during
the month pursuant
thereto
No. of new shares of
issuer which may be
issued pursuant
thereto as at close of
the month
Granted Exercised Cancelled Lapsed
1. Share Option
Scheme
adopted on 30
November 2003

OrdinarysharesNil
Nil
Nil
Nil

(Note 1)
2.Share Option
Scheme
adopted on
(22 /05/ 2015)

Ordinary
shares
65,930,000
(Remark 1)Nil
Nil
Nil

(Note 1)
3.


(/ /)
shares



(Note 1)
Total A. (Ordinary shares)
(Preference shares)
(Other class)
Total funds raised during the month from exercise
of options (State currency)
Nil
1. Share Option Nil
Nil
Nil
Nil

Nil
N/A
N/A
13,110,000
Scheme
adopted on 30
November 2003
Ordinaryshares
(Note 1)
2.Share Option
Nil
Nil
5,986,000(Remark
1)
Scheme
adopted on
(22 /05/ 2015)
Ordinary
shares
(Note 1)
3.
(/ /)
shares

Warrants to Issue Shares of the Issuer which are to be Listed

Description of warrants
(Date ofexpiry-dd/mm/yyyy)
Description of warrants
(Date ofexpiry-dd/mm/yyyy)
Description of warrants
(Date ofexpiry-dd/mm/yyyy)
Currency
of nominal
value
Nominal value
at close of
preceding
month
Currency
of nominal
value
Nominal value
at close of
preceding
month

Exercised
during the
month
Nominal value
at close of the
month

Exercised
during the
month
Nominal value
at close of the
month

Exercised
during the
month
Nominal value
at close of the
month


No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month


No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month





1. Nil

( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
2.


( / / )

( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
3.


( / / )
( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
4.


( / / )
( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
( / / )

Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)

Class and description Class and description Currency of
amount
outstanding


Amount at
close of
preceding
month
Converted
during the
month
Amount at
close of the
month
Amount at
close of the
month
No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month
No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month






1.Convertible Bonds

HK$

5839
51,600,000

Nil


51,600,000
4,574,468


Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy))
2.



Ordinary shares
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
3.



Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
4.



Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
Nil

Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)


Options (other than under Share Option Schemes)

Options (other than under Share Option Schemes)
Full particulars including EGM approval date (dd/mm/yyyy),
if applicable, and class of shares issuable:
No. of new shares
of issuer issued
during the month
pursuant thereto
No. of new shares of
issuer which may be
issued pursuant
thereto as at close of
the month

1.
2.
3.
Nil
N/A
N/A
( / / )
shares_(Note 1)_
( / / )
shares_(Note 1)_
( / / )
shares_(Note 1)_
Total D. (Ordinary shares)

(Preference shares)
(Other class)

Other Movements in Issued Share Capital

Other Movements in Issued Share Capital Other Movements in Issued Share Capital Other Movements in Issued Share Capital
Type of Issue
No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month

1. Rights issue
At price :
State
currency
Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_

( / / )
( / / )
2. Open offer
At price :
State
currency
Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_

( / / )
( / / )
3. Placing
At price :
State
currency
Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_

( / / )
( / / )
4. Bonus issue
Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_

( / / )
( / / )
5. Scrip dividend
At price :
State
currency
Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_

( / / )
( / / )
Type of Issue
No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month
Type of Issue
No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month
Type of Issue
No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month

6. Repurchase of
shares
Class
of
shares
repurchased_(Note 1)_
Cancellation date :
(dd/mm/yyyy)
AGM approval date:
(dd/mm/yyyy)
Ordinary
shares
(/ /)
(//)
7. Redemption of
shares
Class
of
shares
redeemed_(Note 1)
Redemption date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_

( / / )
( / / )
8. Consideration
issue
HK$ Class
of
shares
issuable_(Note 1)_
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
Ordinary
shares_____
( / /)
( / / )
9. Capital
reorganisation
Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_

( / / )
( / / )
10. Other
(Please specify)At price :
State
currency
Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_

( / / )
( / / )
No. of new No. of new No. of new
shares of shares of
issuer issuer which
issued may be
during the issued
month pursuant
pursuant thereto as at
thereto close of the
Type of Issue month
Total E. (Ordinary
shares) Nil
(Preference shares) N/A
(Other class) N/A
Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): (1)Nil
(2)N/A
Total increase / (decrease) in preference shares during the month (i.e. Total of A to E): N/A
Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to N/A
E):
(These figures should be the same as the relevant figures under II above(“Movements in Issued Share Capital”).)

Remarks (if any):

  1. Among the 65,930,000 share options granted under the Company’s existing share option scheme adopted on 22 May 2015, 29,930,000 share options were granted to to Mr. Liu Jun, the executive director and chief executive officer of the Company, on 13 October 2017, at an exercise price of HK$6.476 per Share and the first twenty percent of the 29,930,000 share options shall become vested and exercisable upon the first anniversary of the offer date, i.e. 13 October 2018; and 36,000,000 share options were granted to a total of 21 persons who are the core management staff and officers of the Group on 19 July 2018 at an exercise price of HK$4.60 per Share and the first tranche of the 36,000,000 share options shall become vested and exercisable upon the first anniversary of the date of grant, i.e. 19 July 2019.

Submitted by: _Liu Jun ___ Title: _Executive Director___

Notes :

1. State the class of shares (e.g. ordinary, preference or other).

2. If there is insufficient space, please append the prescribed continuation sheet.