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LH Group Limited Capital/Financing Update 2021

Apr 26, 2021

50315_rns_2021-04-26_6fa227e6-8609-49f1-afdb-352558ddb538.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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LH GROUP LIMITED

(Incorporated in the Cayman Islands with limited liability) (Stock code: 1978)

CHANGE IN USE OF PROCEEDS

Reference is made to the prospectus of LH Group Limited (the “ Company” and together with its subsidiaries, the “ Group” ) dated 15 May 2018 (the “ Prospectus” ) and the supplemental announcement to 2019 annual report of the Company dated 31 August 2020 (the “ Announcement ”). Unless otherwise defined, capitalised terms used in this announcement shall have the same meanings as defined in the Prospectus.

The net proceeds from the Global Offering on 30 May 2018 after deducting share issuance expenses and listing expenses (the “ Net Proceeds ”) was approximately HK$178,610,000.

As disclosed in the Prospectus and the Announcement, approximately 34%, or approximately HK$60.1 million of the Net Proceeds was intended to be used for opening a total of eight restaurants under our self-owned brands and approximately 56%, or approximately HK$100.7 million was intended to be used for opening a total of 19 restaurants under our franchised brands. Given the reasons as set out in the paragraph headed “Reasons for and Benefits of the Change in Use of Proceeds” below, the Board resolved to consolidate these parts of planned use of Net Proceeds to opening new restaurants under our self-owned brands and franchised brands.

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As such, the planned application of the unutilised Net Proceeds will be revised as follows:

Use of Net Proceeds
Opening a total of eight restaurants
under our self-owned brands
— One Cantonese cuisine restaurant
— Seven Asian cuisine restaurants
Opening 19 restaurants under franchised
brands
Additional working capital, strategic
investment and other generate corporate
purposes
Opening restaurants under our self-owned
and franchised brands
Total
Actual Net
Proceeds
HK$’000
14,830
45,232
100,659
17,889

178,610
Amount
utilised as at
the date of this
announcement
HK$’000

22,716
57,526
17,889

98,131
Unutilised Net
Proceeds as at
the date of this
announcement
Revised allocation
of the unutilised
Net Proceeds
Expected timeline
for utilisation of
the unutilised Net
Proceeds
HK$’000
HK$’000
14,830


22,516


43,133






80,479
On or before
31 December 2022
80,479
80,479

It is expected that the unutilised Net Proceeds of approximately HK$80.5 million for the opening of new restaurants under our self-owned brands and franchised brands as at date of this announcement to be fully utilised on or before 31 December 2022.

Save for the aforesaid changes, there is no other change in use of the Net Proceeds.

REASONS FOR AND BENEFITS OF THE CHANGE IN USE OF PROCEEDS

As the catering requirements of customers has witnessed rapid transformation amid the fast-changing social landscape in the past two years and the outbreak of the COVID-19 pandemic in early 2020, the Group is required to cope with its business expansion with greater agility and flexibility in developing its restaurants network and brand portfolio.

The Board is of the view that the use of proceeds should be appropriately adjusted to maintain maximum flexibility for better accommodation to the changing market conditions and industry environment, so as to capture the emerging business opportunities from time to time and new brands and new concept restaurants in different forms will be launched in response to market changes. It is expected that the actual number of restaurants opening will vary flexibly and be adjusted appropriately according to the actual size, nature and investment of the respective restaurants in order to bring maximum benefit for shareholders.

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The Directors consider that the development direction of the Company is still in line with the disclosures in the Prospectus in spite of the change in use of proceeds as stated above. As at the date of this announcement, the Directors confirm that there is no material change in the nature of business of the Group as set out in the Prospectus. The Directors consider that the change is in the best interest of the Company and Shareholders as a whole and will not have any material adverse effect on the existing business and operations of the Group.

The Directors will continuously assess the plans for the use of unutilised Net Proceeds and may revise or amend such plans where necessary to cope with the changing market conditions and strive for better business performance for the Group.

By order of the Board LH GROUP LIMITED Wong Kit Lung Simon Prof, JP Chairman

Hong Kong, 26 April 2021

As at the date of this announcement, the Board comprises Mr. Wong Kit Lung Simon Prof, JP and Ms. Ko Sau Chee Grace as executive Directors; and Mr. Sin Yat Kin SBS, CSDSM, Ms. Hung Lo Shan Lusan and Mr. Hung Wai Man Prof, JP as independent non-executive Directors.

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