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ICO Group Limited Capital/Financing Update 2018

Feb 27, 2018

49938_rns_2018-02-27_85fdca81-1822-4dfb-95b3-43ac5377c123.pdf

Capital/Financing Update

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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.

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(Incorporated in Bermuda with limited liability)

(Stock Code : 630)

VOLUNTARY ANNOUNCEMENT PROPOSED ISSUE OF BONDS

This announcement is made by the Board of the Company on a voluntary basis.

PROPOSED ISSUE OF BONDS

On 27 February 2018 (after trading hours), the Board considered and approved a resolution in relation to the issue of the Bonds with an aggregate principal amount of up to HK$100,000,000. The Bonds shall be issued at the interest rate of not more than 6% per annum. The principal terms of the Bonds are set out hereunder:

Issuer : The Group
Aggregate principal : Up to HK$100,000,000
amount
Form and denomination : In registered form and in denomination of HK$500,000 each or
integral multiples thereof
Issue price : 100% of the principal amount of the Bonds
Interest : not more than 6% per annum on the outstanding principal
amount of the Bonds, accrued daily on a 365 days basis and is
payable annually in arrears

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Maturity date : Unless previously redeemed or purchased or cancelled, on the date immediately following the twelve months after the issue of the relevant Bonds (or, if that is not a Business Day, the first Business Day thereafter) Status : The Bonds constitute direct, unconditional, unsubordinated and unsecured obligations of the Company and shall at all times rank pari passu and without any preference among themselves. The payment obligations of the Company under the Bonds shall, save for such exceptions as may be provided by applicable legislation, at all times rank at least equally with all its other present and future unsecured and unsubordinated obligations. Transferability The Bonds may not be transferred by the Bondholders, without the prior written consent of the Company. Listing : No application will be made for the listing of the Bonds Early redemption right : The Company may at any time before the maturity date redeem of the Company the Bonds (in whole or in part) at 100% of the total principal amount of such Bonds together with the payment of interests accrued up to the date of such early redemption by serving at least ten (10) calendar days written notice.

The Bonds will only be issued to third parties independent from and not connected with the Company and its connected person. When a subscriber is identified, the Company will enter into a subscription agreement with the subscriber in respect of the Bonds.

REASONS FOR THE ISSUE OF BONDS AND USE OF PROCEEDS

The Group is principally engaged in (i) manufacture and sale of medical devices products; (ii) manufacture and sale of plastic moulding products; (iii) provision of construction services in building construction, building maintenance and improvement works, project management, renovation and decoration works; (iv) provision of money lending; and (v) investment in securities. The net proceeds from the issue of the Bonds (after deducting the related costs and expenses) will be utilized by the Company for the principal activities of the Group.

The issue of the Bonds will not result in any dilution effect on the shareholding of the existing Shareholders.

The Board is of the view that the issue of the Bonds provides a good opportunity to strengthen the Company’s financial position and the terms of the Bonds (including the interest rate) are on normal commercial terms, fair and reasonable, and in the interest of the Company and its Shareholders as a whole.

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DEFINITIONS

In this announcement, unless the context otherwise requires, the following terms shall have the following meanings:

“Board” the board of Directors
“Bond(s)” not more than 6% coupon unlisted bonds to be issued
by the Group in an aggregate principal amount of up to
HK$100,000,000 to be subscribed by the subscribers
“Bondholder(s)” the holder(s) of the Bonds
“Business Day” a day on which the Stock Exchange is open for trading in Hong
Kong
“Company” AMCO United Holding Limited, a company incorporated in
Bermuda with limited liability and the shares of which are
listed on the Stock Exchange
“connected person(s)” has the meaning as defined under the Listing Rules
“Director(s)” the director(s) of the Company
“Group” the Company and its subsidiaries
“HK$” Hong Kong dollars, the lawful currency of Hong Kong
“Hong Kong” the Hong Kong Special Administrative Region of the People’s
Republic of China
“Listing Rules” the Rules Governing the Listing of Securities on the Stock
Exchange
“Share(s)” share(s) in the share capital of the Company
“Shareholder(s)” holder(s) of the Share(s)
“Stock Exchange” The Stock Exchange of Hong Kong Limited
“%” per cent.
By order of the Board
AMCO United Holding Limited
ZHANG Hengxin
Chairman and Managing Director

Hong Kong, 27 February 2018

As at the date of this announcement, Mr. Zhang Hengxin and Mr. Jia Minghui are the Executive Directors; and Mr. Wong Siu Ki and Mr. Chan Tsz Keung are the Independent Non-executive Directors.

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