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Legendary Education Group Ltd. — Capital/Financing Update 2021
Jul 26, 2021
51321_rns_2021-07-26_de325a34-7355-4bea-8ef8-b67e7ad05387.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.
This announcement appears for information purpose only and does not constitute an invitation or offer to acquire, purchase, or subscribe for securities.
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L & A International Holdings Limited 樂亞國際控股有限公司
(incorporated in the Cayman Islands with limited liability)
(Stock Code: 8195)
FULFILLMENT OF PROFIT GUARANTEE IN RELATION TO
ACQUISITION OF THE ENTIRE ISSUED SHARE CAPITAL OF THE TARGET COMPANY
References are made to the announcements of L & A International Holdings Limited (the “ Company ”) dated 11 May 2020, 30 June 2020, 13 July 2020, 4 August 2020 and 10 August 2020 (the “ Announcements ”) in relation to the Acquisition. Unless otherwise stated, capitalised terms used herein shall have the same meanings as defined in the Announcements.
Pursuant to the Agreement (as amended by the Supplemental Agreement), the Vendor irrevocably and unconditionally guarantees to the Purchaser that the Actual Profits shall be no less than HK$5,000,000. In the event that the Actual Profits is less than HK$5,000,000, the Consideration and the Consideration Shares shall be adjusted downward.
The Board is pleased to announce that the Actual Profits is more than HK$5,000,000. The Vendor has fulfilled his obligation in relation to the Guaranteed Profits and thus 246,296,296 Consideration Shares were allotted and issued to the Vendor accordingly on 26 July 2021.
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The Consideration Shares represents approximately 16.0% of the total number of issued Shares as at the date of this announcement and represents approximately 13.8% of the total number of issued Shares as enlarged by the allotment and issue of the Consideration Shares.
By Order of the Board L & A International Holdings Limited Yuen Yu Sum
Chairman and executive Director
Hong Kong, 26 July 2021
As at the date of this announcement, the Board comprises three executive Directors, namely, Mr. Yuen Yu Sum (Chairman), Mr. Lau Chun Kavan and Mr. Chan Lap Jin Kevin; one non-executive Director, namely, Mr. Law Wing Chung; and four independent non-executive Directors, namely, Mr. Chung Chin Kwan, Mr. Chan Kim Fai Eddie, Mr. Ng Chi Ho Dennis and Mr. Chung Kwok Pan.
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, the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.
This announcement will remain on the “Latest Company Announcements” page of the GEM website at http://www.hkgem.com for at least 7 days from the date of its posting and on the website of the Company at http://www.lna.com.hk.
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