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Parkson Retail Group Limited — Capital/Financing Update 2021
Dec 6, 2021
50826_rns_2021-12-06_3a7791e3-818f-488c-8559-11d543c8446a.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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PARKSON RETAIL GROUP LIMITED 百盛商業集團有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 3368)
ANNOUNCEMENT PURSUANT TO RULE 13.18 OF THE LISTING RULES
This announcement is made pursuant to Rule 13.18 of the Listing Rules with respect to the Facility Agreement entered into by the Company on 6 December 2021. The Facility Agreement imposes, among others, a specific performance obligation on certain controlling shareholders of the Company.
This announcement is made by the Company pursuant to Rule 13.18 of the Listing Rules.
FACILITY AGREEMENT
The Board announces that on 6 December 2021, the Company, as borrower, entered into the Facility Agreement in relation to a syndicated term loan facility in an aggregate amount of up to HKD2,700,000,000 with a syndicate of banks, as lenders. The Loan Facility has a term of 36 months commencing from the first drawdown date. The Loan Facility is to refinance the existing loans and ultimately for general corporate and working capital needs of the Group.
SPECIFIC PERFORMANCE OBLIGATION
Pursuant to the Facility Agreement, Tan Sri Cheng Heng Jem (together with his wife, Puan Sri Chan Chau Ha alias Chan Chow Har, who is deemed to be interested in Tan Sri Cheng Heng Jem’s interest in the Company) shall remain the largest ultimate beneficial owner of the Company. In the event that Tan Sri Cheng Heng Jem (together with his wife, Puan Sri Chan Chau Ha alias Chan Chow Har, who is deemed to be interested in Tan Sri Cheng Heng Jem’s interest in the Company) ceases to be the largest ultimate beneficial owner of the Company, all outstanding advances and all interests accumulated thereon, and all or any other sums payable by the Company under the Facility Agreement will be declared as immediately due and payable, and the total commitment under the Facility Agreement will be cancelled.
As at the date of this announcement, Tan Sri Cheng Heng Jem (together with his wife, Puan Sri Chan Chau Ha alias Chan Chow Har, who is deemed to be interested in Tan Sri Cheng Heng Jem’s interest in the Company) is interested in approximately 54.97% of the issued share capital of the Company.
The Company will continue to comply with its disclosure obligations under the Listing Rules for so long as such obligations remain in respect of the Facility Agreement.
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DEFINITIONS
In this announcement, the following terms have the meanings set forth below unless the context requires otherwise:
“Board”
means the board of Directors.
“Company”
means Parkson Retail Group Limited, a company incorporated in the Cayman Islands.
“Directors”
means the directors of the Company.
“Facility Agreement”
means the facility agreement dated 6 December 2021 in respect of the Loan Facility made available to the Company as borrower and China Zheshang Bank Co., Ltd., Shanghai Branch ( 浙商銀行股份有限公司上海分行 ) as the lead manager, China Zheshang Bank Co., Ltd., Shanghai Branch ( 浙商銀行股份有限公司上海分行 ), Shanghai Rural Commercial Bank Co., Ltd., Jiading Sub-branch ( 上海農村 商業銀行股份有限公司嘉定支行 ), Xiamen International Bank Co., Ltd., Shanghai Branch ( 厦門國際銀行股份有限 公司上海分行 ), China Bohai Bank Co., Ltd., Shanghai Pilot Free Trade Zone Branch ( 渤海銀行股份有限公司上海自貿 試驗區分行 ), Chong Hing Bank Limited, Shanghai Branch ( 創興銀行有限公司上海分行 ) as lenders, and China Zheshang Bank Co., Ltd., Shanghai Branch* ( 浙商銀行股份 有限公司上海分行 ) as agent.
“Group”
means the Company and its subsidiaries.
“HKD”
means Hong Kong Dollars, the lawful currency of Hong Kong.
“Hong Kong”
means the Hong Kong Special Administrative Region of the PRC.
“Listing Rules”
means the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.
“Loan Facility”
means a three-year syndicated term loan facility in an aggregate amount of up to HKD2,700,000,000 granted to the Company under the Facility Agreement.
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“PRC”
means the People’s Republic of China and, for the purposes of this announcement only, excludes Hong Kong, Macau Special Administrative Region and Taiwan.
On behalf of the Board PARKSON RETAIL GROUP LIMITED Tan Sri Cheng Heng Jem Executive Director & Chairman
6 December 2021
As at the date of this announcement, the Executive Directors of the Company are Tan Sri Cheng Heng Jem and Ms. Juliana Cheng San San, the Non-executive Director is Dato’ Sri Dr. Hou Kok Chung and the Independent Non-executive Directors are Dato’ Fu Ah Kiow, Mr. Yau Ming Kim, Robert and Mr. Koong Lin Loong.
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