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Maoyan Entertainment — Capital/Financing Update 2019
Feb 27, 2019
50247_rns_2019-02-27_bd7d1d40-87cf-4565-b00e-2ac1abd50914.pdf
Capital/Financing Update
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Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those defined in the prospectus dated Wednesday January 23, 2019 (the “ Prospectus ”) of Maoyan Entertainment (the “ Company ”).
Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) and Hong Kong Securities Clearing Company Limited (“ HKSCC ”) 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 is made pursuant to section 9(2) of the Securities and Futures (Price Stabilizing) Rules (Chapter 571W of the Laws of Hong Kong). This announcement is for information purposes only and does not constitute an offer or an invitation to induce an offer by any person to acquire, purchase or subscribe for any securities. Potential investors should read the Prospectus for detailed information about the Global Offering described below before deciding whether or not to invest in the Offer Shares.
This announcement is not for release, publication, distribution, directly or indirectly, in or into the United States or any other jurisdiction where such distribution is prohibited by law. This announcement does not constitute and is not an offer to sell or a solicitation of any offer to buy securities in Hong Kong, the United States or elsewhere. The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933 (the “ U.S. Securities Act ”) or any state securities laws of the United States and may not be offered or sold in the United States absent registration under the U.S. Securities Act or except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act. There will be no public offering of securities of the Company in the United States.
MAOYAN ENTERTAINMENT 貓眼娛樂
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1896)
STABILIZING ACTIONS, END OF STABILIZATION PERIOD AND LAPSE OF OVER-ALLOTMENT OPTION
STABILIZING ACTIONS AND END OF STABILIZATION PERIOD
The Company announces that the stabilization period in connection with the Global Offering ended on February 27, 2019, being the 30th day after the last day for the lodging of applications under the Hong Kong Public Offering.
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Further information of stabilizing actions undertaken by Morgan Stanley Asia Limited, the Stabilizing Manager, its affiliates or any person acting for it during the stabilization period is set out in this announcement.
LAPSE OF OVER-ALLOTMENT OPTION
The Stabilizing Manager did not exercise the Over-allotment Option during the stabilization period and the Over-allotment Option lapsed on February 27, 2019.
STABILIZING ACTIONS AND END OF STABILIZATION PERIOD
The Company announces that the stabilization period in connection with the Global Offering ended on February 27, 2019, being the 30th day after the last day for the lodging of applications under the Hong Kong Public Offering.
The stabilizing actions undertaken by Morgan Stanley Asia Limited, the Stabilizing Manager, its affiliates or any person acting for it during the stabilization period are set out below:
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(i) over-allocation of an aggregate of 19,856,400 additional Offer Shares in the International Offering, representing approximately 15% of the total number of Offer Shares initially available under the Global Offering; and
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(ii) successive purchases of an aggregate of 19,856,400 additional Offer Shares in the price range of HK$13.02 to HK$14.80 per Offer Share (exclusive of brokerage fee of 1.0%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005%) on the market during the stabilization period, representing approximately 15% of the total number of Offer Shares initially available under the Global Offering. The last purchase made by the Stabilizing Manager on the market during the stabilization period was on February 27, 2019 at the price of HK$14.72 per Offer Share (exclusive of brokerage fee of 1.0%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005%).
LAPSE OF OVER-ALLOTMENT OPTION
The Stabilizing Manager did not exercise the Over-allotment Option during the stabilization period and the Over-allotment Option lapsed on February 27, 2019.
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PUBLIC FLOAT
The Hong Kong Stock Exchange has granted the Company a waiver from strict compliance with the requirements of Rule 8.08(1)(a) of the Listing Rules, pursuant to which the public float of the Company may fall below 25% of the issued share capital of the Company, to allow a minimum public float of the Company to be the highest of:
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(i) 24.25% of the Company’s total issued share capital;
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(ii) such percentage of Shares held by the public after completion of the Global Offering (assuming that the Over-allotment Option is not exercised);
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(iii) such percentage of Shares held by the public after the full or partial exercise of the Over-allotment Option, subject to a maximum percentage of 25% pursuant to Rule 8.08(1)(a) of the Listing Rules.
Immediately following the completion of the Global Offering, the number of Shares in public hands represents approximately 24.78% of the total issued share capital of the Company which satisfies the minimum percentage prescribed in the conditions imposed in the waiver granted by the Hong Kong Stock Exchange from strict compliance with Rule 8.08(1) of the Hong Kong Listing Rules.
By order of the Board Maoyan Entertainment Zheng Zhihao Executive Director
Hong Kong, February 27, 2019
As at the date of this announcement, the Board of Directors of the Company comprises, Mr. Zheng Zhihao as Executive Director, Mr. Wang Changtian, Ms. Li Xiaoping, Ms. Wang Jian, Mr. Zhan Weibiao, Mr. Chen Shaohui and Mr. Ling Ning as Non-executive Directors, and Mr. Wang Hua, Mr. Chan Charles Sheung Wai, Mr. Ma Dong and Mr. Luo Zhenyu as Independent Non-executive Directors.
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