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Intron Technology Holdings Limited Capital/Financing Update 2021

Feb 3, 2021

50150_rns_2021-02-03_858d3718-d47e-48d1-a509-f8dea1d38ae1.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.

Neither this announcement nor any copy thereof may be released into or distributed directly or indirectly in the United States or any other jurisdiction where such release or distribution might be unlawful.

This announcement is for information purpose only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities of the Company.

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 securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933 (the “ US Securities Act ”), and may not be offered or sold in the United States unless registered under the US Securities Act or pursuant to an exemption from, or in a transaction not subject to, registration under the US Securities Act. The Company has no intention to register under the US Securities Act any of the securities referred to herein or to conduct a public offering of securities in the United States.

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INTRON TECHNOLOGY HOLDINGS LIMITED 英恒科技控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1760)

COMPLETION OF PLACING OF NEW SHARES UNDER GENERAL MANDATE

Placing Agent

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Reference is made to the announcement of Intron Technology Holdings Limited (the “ Company ”) dated 26 January 2021 in respect of the placing of new Shares under the General Mandate (the “ Announcement ”). Unless defined otherwise, capitalised terms used herein shall have the same meanings as those defined in the Announcement.

COMPLETION OF PLACING

The Board is pleased to announce that all the conditions of the Placing have been fulfilled and completion of the Placing took place on 3 February 2021. An aggregate of 45,000,000 Placing Shares have been successfully placed by the Placing Agent and were allotted and issued to not fewer than six Placees at the Placing Price of HK$6.82 per Share pursuant to the terms and conditions of the Placing Agreement. To the best of the Directors’ knowledge, information and belief and having made all reasonable enquiries, the Placees and their respective ultimate beneficial owners are Independent Third Parties. None of the Placees has become a substantial Shareholder (as defined in the Listing Rules) immediately after completion of the Placing.

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The net proceeds from the Placing amount to approximately HK$302.75 million. For further details on the use of proceeds, please refer to the Announcement.

The Placing Shares are issued under the general mandate (the “ General Mandate ”) granted to the Directors pursuant to an ordinary resolution passed by the shareholders of the Company at the annual general meeting of the Company held on 28 May 2020 to allot, issue and deal with up to 207,195,000 Shares. Immediately prior to the Placing, no Shares have been allotted and issued pursuant to the General Mandate. Following completion of the Placing, the Company may still allot, issue and deal with up to 162,195,000 Shares pursuant to the General Mandate.

EFFECTS ON SHAREHOLDINGS STRUCTURE OF THE COMPANY

The shareholding structure of the Company immediately before and after completion of the Placing are as follows:

Mr. Luk Wing Ming(1)and
Mr. Chan Cheung Ngai(2)
Mr. Chan Ming(3)
Mr. Ng Ming Chee(3)
Placees
Other Shareholders
Total
Immediately before
completion of the Placing
Number of
Shares
Approx. % of
issued share
capital of the
Company
732,330,000
70.51%
2,000,000
0.19%
2,000,000
0.19%


302,244,900
29.11%
1,038,574,900
100.00%
Immediately after
completion of the Placing
Number of
Shares
Approx. % of
issued share
capital of the
Company
732,330,000
67.57%
2,000,000
0.18%
2,000,000
0.18%
45,000,000
4.15%
302,554,900(4)
27.92%
1,083,884,900
100.00%

Notes:

  1. Mr. Luk Wing Ming is an executive Director, a co-CEO of the Company and the chairman of the Board. He owned 50.0% of Magnate Era Limited, 50.0% of Zenith Benefit Investments Limited and 100.0% of Treasure Map Ventures Limited (all being corporate controlling shareholders). He is deemed under the SFO to be interested in the entirety of 657,330,000 Shares directly held by the aforesaid three holding companies, representing approximately 63.29% of the total number of Shares in issue at the date of this announcement, and approximately 60.64% of the enlarged total number of Shares in issue upon completion of the Placing.

  2. Mr. Chan Cheung Ngai is an executive Director and a co-CEO of the Company. He owned 50.0% of Magnate Era Limited, 50.0% of Zenith Benefit Investments Limited and 100.0% of Heroic Mind Limited (all being corporate controlling shareholders). He is deemed under the SFO to be interested in the entirety of 657,330,000 Shares directly held by the aforesaid three holding companies, representing approximately 63.29% of the total number of Shares in issue at the date of this announcement, and approximately 60.64% of the enlarged total number of Shares in issue upon completion of the Placing.

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  1. Each of Mr. Chan Ming and Mr. Ng Ming Chee is an executive Director.

  2. 310,000 Shares were issued during the period from the date of the Announcement to the date of completion of the Placing pursuant to the exercise of options granted under the share option scheme adopted by the Company on 22 June 2018 by the Company’s employees (other than the Directors).

By Order of the Board INTRON TECHNOLOGY HOLDINGS LIMITED LUK WING MING Chairman and Executive Director

Hong Kong, 3 February 2021

As at the date of this announcement, the Board comprises Mr. Luk Wing Ming as Chairman and Executive Director, Mr. Chan Cheung Ngai, Mr. Chan Ming and Mr. Ng Ming Chee as Executive Directors; and Mr. Jiang Yongwei, Mr. Yu Hong and Mr. Tsui Yung Kwok as Independent Non-executive Directors.

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