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JD Logistics, Inc. Regulatory Filings 2019

Sep 30, 2019

50717_rns_2019-09-30_c4c0f9ed-7853-4bbe-826b-10a08bd5d0e6.pdf

Regulatory Filings

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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 the Cayman Islands with limited liability)

(Stock Code: 1172)

DISCLOSURE UNDER RULE 13.18 OF THE LISTING RULES

This announcement is made pursuant to Rule 13.18 of the Listing Rules with respect to a revolving loan facility agreement for certain banking facilities with an aggregate amount up to HK$150 million entered into by certain subsidiaries of the Company with the Lender. The Facility Agreement imposes a specific performance obligation on certain controlling shareholders of the Company.

This announcement is made pursuant to Rule 13.18 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”).

FACILITY AGREEMENT

The board of directors (the “ Board ”) of Magnus Concordia Group Limited (the “ Company ”) announces that on 30 September 2019, certain subsidiaries of the Company operated in Hong Kong, as borrowers, and the Company, as a guarantor, entered into a revolving loan facility agreement (the “ Facility Agreement ”) with a bank, as the lender (the “ Lender ”), for certain banking facilities (the “ Loan Facilities ”) with an aggregate amount of up to HK$150 million which is subject to annual review without a definitive maturity date.

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SPECIFIC PERFORMANCE OBLIGATION

Under the terms of the Facility Agreement, SFund International Investment Fund Management Limited (which is deemed to be interested in the shares of the Company held by Qingda Developments Limited (“ Qingda ”), the controlling shareholder of the Company) and any persons acting in concert with it shall remain the largest group of shareholders of the Company.

Failure to comply with such requirement will constitute an event of default under the Facility Agreement. In such case, the Lender may declare the commitments to be cancelled and/or declare all outstanding amounts together with interest accrued and all other amounts payable by the Company to be immediately due and payable.

As of the date of this announcement, Qingda is beneficially interested in approximately 50.98% of the total issued share capital of the Company.

The Company will make continuing disclosure in its subsequent interim and annual reports for so long as such obligation continues to exist pursuant to the requirements of Rule 13.21 of the Listing Rules.

By Order of the Board Magnus Concordia Group Limited Li Qing Director

Hong Kong, 30 September 2019

As at the date of this announcement, Mr. Li Qing and Ms. Au Hoi Lee Janet are the executive directors of the Company, and Mr. Lam Chi Hung Louis, Mr. Hung Kin Man and Mr. Ho Man are the independent non-executive directors of the Company.

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