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hmvod Limited Capital/Financing Update 2000

Sep 7, 2000

51270_rns_2000-09-07_3d15735e-226a-4b6b-aa8a-41bd69fb45c7.pdf

Capital/Financing Update

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This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities.

The Stock Exchange of Hong Kong Limited 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.

SYSTEK Information Technology

SYSTEK INFORMATION TECHNOLOGY (HOLDINGS) LIMITED


(incorporated in the Cayman Islands with limited liability)

LISTING ON THE GROWTH ENTERPRISE MARKET OF THE STOCK EXCHANGE OF HONG KONG LIMITED

PLACING OF SHARES

Number of Placing : 200,000,000 New Shares (subject to
Shares the Over-allotment Option)
42,500,000 Sale Shares
Issue Price : $0.56 per Share
Nominal Value : $0.10 each
Stock Code : 8103

International Coordinator and Sponsor

Core Pacific - Yamaichi Capital Limited

Lead Manager

Core Pacific - Yamaichi International (H.K.) Limited

Co-Lead Managers

Nomura International (Hong Kong) Limited KGI Asia Limited Phoenix Capital Securities Ltd. Shun Loong Securities Company Limited

Co-Managers

Celestial Capital Limited Worldsec Corporate Finance Limited Yuanta Brokerage Company Limited YF Securities Company Limited CSC Securities (HK) Limited China Everbright Securities (HK) Limited Sinpac Securities (Hong Kong) Co., Limited

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Summary

  • The Over-allotment Option was exercised on 7 September 2000 to issue an additional 36,375,000 New Shares representing 15% of the Placing Shares initially offered under the Placing.

  • The Placing Shares were 15.6 times over-subscribed, of which 20,000,000 Shares have been placed to 58 full-time employees (other than the Directors or the chief executives of the Company or the beneficial owners of Shares immediately before the Placing or an associate of any of them) of the Group, including Ms. To, ChiwunCaritas Christine, who is the legal counsel, manager of corporate operation, Company Secretary of the Company and a niece of Mr. To, the founder and Controlling Shareholder of the Company.

  • Dealings in the Shares of the Company on the GEM are expected to commence at 10:00 a.m. on Friday, 8 September 2000, subject to, among others, the delivery of a complete list of Placees meeting the requirement of the GEM Listing Rules 10.12(5). If dealings were to be postponed, an announcement will be made on the GEM website at http://www.hkgem.com.

— Immediately following the Placing and exercise of the Over-allotment Option, 26.91% of the enlarged issued share capital of the Company will be in public hands.

Unless otherwise defined herein, the terms used in this announcement have the same meanings as used or defined in the prospectus of Systek Information Technology (Holdings) Limited (the “Company”) dated 4 September 2000 (the “Prospectus”).

Issue Price

The Issue Price of HK$0.56 per Share was determined by an agreement between Core Pacific - Yamaichi International (H.K.) Limited (“CPY International”) and the Company. On 7 September 2000, the Over-allotment Option was exercised at the Issue Price of HK$0.56 per Share and as a result, an additional 36,375,000 New Shares representing 15% of the Placing Shares initially offered under the Placing.

Level of Interest

242,500,000 Placing Shares comprising 200,000,000 New Shares and 42,500,000 Sale Shares were initially offered under the Placing. Following the

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exercise of the Over-allotment Option on 7 September 2000, a total of 278,875,000 Shares, of which 258,875,000 Shares, and 20,000,000 Shares were available for institutional and professional investors, and full-time employees of the Group respectively. The Placing Shares were 15.6 times over-subscribed. 20,000,000 Shares have been placed (representing approximately 7.17% of the Placing Shares including Shares offered under the Over-allotment Option) on a preferential basis as to allocation only at the Issue Price to 58 full-time employees, including Ms. To, Chiwun-Caritas Christine, who is the legal counsel, manager of corporate operation, Company Secretary of the Company and a niece of Mr. To, the founder and Controlling Shareholder of the Company, (other than the Directors or the chief executives of the Company or the beneficial owners of Shares immediately before the Placing or an associate of any of them) of the Group. Save as disclosed herein and to the knowledge of CPY International and the Directors, no Placing Shares have been placed to any party or group of persons as specified under Rule 10.12(4).

Results of Allocations

Pursuant to the Placing, following the exercise of the Over-allotment Option, 278,875,000 Shares will be held by a total of 548 placees as follows:

**Number ** **Number ** of Shares **Number of ** Placees
5,000 to 20,000 244
25,000 to 50,000 73
55,000 to 100,000 84
105,000 to 200,000 62
205,000 to 400,000 30
405,000 to 800,000 23
805,000 to 1,600,000 12
1,605,000 to 3,200,000 4
3,205,000 to 5,000,000 1
5,005,000 to 10,000,000 5
10,005,000 to 20,000,000 9
20,005,000 or above 1
Total number of Placees: 548

Of the Placing Shares, a total of 167,200,000 Shares which represent approximately 59.96% of the Placing Shares and approximately 16.13% of the enlarged issued share capital of the Company after exercise of the Overallotment Option have been placed to the top 10 placees, who are independent of and not connected with any of the directors, chief executives, substantial shareholders or initial management shareholders of the Company or an associate of any of them.

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Among the Underwriters, each of Nomura International (Hong Kong) Limited and China Everbright Securities (HK) Limited has placed 1,760,000 Shares and 90,000 Shares to their affiliated companies respectively.

The investors should be aware that the concentration of shareholders would affect the liquidity of the Shares. The shareholders and potential investors are advised to exercise extreme caution in dealing with the Shares.

Public Float

According to the GEM Listing Rules, the Company is required to maintain a public float of not less than 20% of its issued share capital at all times after the listing. Immediately following the Placing and exercise of the Overallotment Option, 26.91% of the enlarged issued share capital of the Company will be in public hands.

Deposit of Share Certificates into CCASS

Share certificates in respect of the Placing Shares are expected to be issued in the name of HKSCC Nominees Limited and deposited into CCASS on or before Thursday, 7 September 2000 for credit to the respective CCASS participants’ stock accounts designated by the placees.

Commencement of Dealings

Dealings in the Shares of the Company on the GEM are expected to commence at 10:00 a.m. on Friday, 8 September 2000, subject to, among others, the delivery of a complete list of Placees meeting the requirement of the GEM Listing Rules 10.12(5). If dealings were to be postponed, an announcement will be made on the GEM website at http://www.hkgem.com.

By order of the Board To Cho Kei Chairman

Hong Kong, 7 September 2000

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief, (i) the information contained in this announcement is accurate and complete in all material respects

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and not misleading; (ii) there are no other matters the omission of which would make any statement in this announcement misleading; and (iii) all opinions expressed in this announcement have been arrived at after due and careful consideration and are founded on bases and assumptions that are fair and reasonable.

This announcement and a copy of the listing document referred to above will appear on the GEM website at http://www.hkgem.com.

  • For identification purposes only

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