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PegBio Co., Ltd. — Capital/Financing Update 2012
Feb 15, 2012
50676_rns_2012-02-15_162b70b6-0e32-413d-8ad4-66206c630ae6.pdf
Capital/Financing Update
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Excess Application Form Number
IMPORTANT
REFERENCE IS MADE TO THE PROSPECTUS (THE “PROSPECTUS”) ISSUED BY BEIJING YU SHENG TANG PHARMACEUTICAL GROUP LIMITED (THE “COMPANY”) DATED 15 FEBRUARY 2012 IN RELATION TO THE RIGHTS ISSUE (WITH BONUS WARRANT ISSUE). TERMS DEFINED IN THE PROSPECTUS SHALL BEAR THE SAME MEANINGS WHEN USED HEREIN UNLESS THE CONTEXT OTHERWISE REQUIRES. THIS DOCUMENT IS VALUABLE BUT IS NOT TRANSFERABLE AND IS FOR THE USE ONLY OF THE QUALIFYING SHAREHOLDER(S) NAMED BELOW WHO WISH(ES) TO APPLY FOR THE RIGHTS SHARES IN ADDITION TO THOSE ALLOTTED PROVISIONALLY TO HIM/HER/THEM. APPLICATIONS MUST BE RECEIVED BY 4:00 P.M. ON THURSDAY, 1 MARCH 2012 BY THE BRANCH SHARE REGISTRAR AND TRANSFER OFFICE OF THE COMPANY. IF YOU HAVE SOLD OR TRANSFERRED ALL YOUR SHARES, YOU SHOULD AT ONCE HAND THE PROSPECTUS DOCUMENTS TO THE PURCHASER OR TRANSFEREE OR TO THE BANK, LICENSED SECURITIES DEALER OR OTHER AGENT THROUGH WHOM THE SALE OR TRANSFER WAS EFFECTED FOR TRANSMISSION TO THE PURCHASER OR TRANSFEREE. HONG KONG EXCHANGES AND CLEARING LIMITED, THE STOCK EXCHANGE AND HKSCC TAKE NO RESPONSIBILITY FOR THE CONTENTS OF THE PROSPECTUS DOCUMENTS, MAKE NO REPRESENTATION AS TO THEIR 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 THE PROSPECTUS DOCUMENTS. A COPY OF EACH OF THE PROSPECTUS DOCUMENTS, HAVING ATTACHED THERETO THE WRITTEN CONSENT REFERRED TO UNDER THE PARAGRAPH HEADED “EXPERT” IN APPENDIX III TO THE PROSPECTUS, HAVE BEEN REGISTERED WITH THE REGISTRAR OF COMPANIES IN HONG KONG AS REQUIRED BY SECTION 342C OF THE COMPANIES ORDINANCE. A COPY OF EACH OF THE PROSPECTUS DOCUMENTS WILL AS SOON AS REASONABLY PRACTICABLE BE DELIVERED TO THE REGISTRAR OF COMPANIES IN BERMUDA FOR FILING IN ACCORDANCE WITH THE REQUIREMENTS OF THE COMPANIES ACT, THE SECURITIES AND FUTURES COMMISSION OF HONG KONG, THE REGISTRAR OF COMPANIES IN HONG KONG AND THE REGISTRAR OF COMPANIES IN BERMUDA TAKE NO RESPONSIBILITY FOR THE CONTENTS OF ANY OF THESE DOCUMENTS. DEALINGS IN THE NIL-PAID AND FULLY-PAID RIGHTS SHARES, THE BONUS WARRANTS AND THE BONUS WARRANT SHARES MAY BE SETTLED THROUGH CCASS, YOU SHOULD CONSULT YOUR LICENSED SECURITIES DEALER, BANK MANAGER, SOLICITOR, PROFESSIONAL ACCOUNTANT OR OTHER PROFESSIONAL ADVISER FOR DETAILS OF THOSE SETTLEMENT ARRANGEMENTS AND HOW SUCH ARRANGEMENTS, MAY AFFECT YOUR RIGHTS AND INTERESTS. IF YOU ARE IN ANY DOUBT AS TO ANY ASPECT OF THIS DOCUMENT OR AS TO THE ACTION TO BE TAKEN, YOU SHOULD CONSULT A LICENSED SECURITIES DEALER, BANK MANAGER, SOLICITOR, PROFESSIONAL ACCOUNTANT OR OTHER PROFESSIONAL ADVISER. THIS FORM OF APPLICATION FOR EXCESS RIGHTS SHARES AND ANY ACCEPTANCE OF AND APPLICATION MADE ON IT ARE GOVERNED BY AND SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF HONG KONG.
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BEIJING YU SHENG TANG PHARMACEUTICAL GROUP LIMITED 北京御生堂藥業集團有限公司[*]
Branch share registrar and transfer office (Incorporated in Bermuda with limited liability)
in Hong Kong: (Stock Code: 1141) Tricor Tengis Limited
26th Floor RIGHTS ISSUE OF 2,471,087,850 RIGHTS SHARES OF HK$0.10 EACH
Tesbury Centre28 Queen’s Road East ON THE BASIS OF FIVE RIGHTS SHARES Wanchai FOR EVERY ONE CONSOLIDATED SHARE HELD ON THE RECORD DATE
Hong Kong AT HK$0.13 PER RIGHTS SHARE
(WITH BONUS WARRANTS ON THE BASIS OF ONE BONUS WARRANT FOR EVERY FIVE RIGHTS SHARES TAKEN UP) PAYABLE IN FULL ON ACCEPTANCE BY NO LATER THAN 4:00 P.M. ON THURSDAY, 1 MARCH 2012
FORM OF APPLICATION FOR EXCESS RIGHTS SHARES
Registered office: Clarendon House 2 Church Street Hamilton HM 11 Bermuda
Head office and principal place of business: Suite 1501, 15th Floor Great Eagle Centre 23 Harbour Road Wanchai Hong Kong
Name(s) and address of the Qualifying Shareholder(s)
Application can be made only by the Qualifying Shareholder(s) named here.
To: The Directors
Beijing Yu Sheng Tang Pharmaceutical Group Limited
Dear Sir/Madam,
excess Rights Shares at the Subscription Price of HK$0.13 per BEIJING YU SHENG TANG , being payment in
I/We, being the Qualifying Shareholder(s), hereby irrevocably apply for excess Rights Shares at the Subscription Price of HK$0.13 per Rights Share under the Rights Issue (with Bonus Warrant Issue). I/ We enclose a separate remittance by cheque or banker’s cashier order drawn in favour of “ BEIJING YU SHENG TANG PHARMACEUTICAL GROUP LIMITED – EXCESS APPLICATION ACCOUNT ” and crossed “ Account Payee Only ” for HK$ , being payment in full on application for the above-mentioned number of excess Rights Shares. I/We hereby request you to allot such excess Rights Shares applied for, or any smaller number, to me/us and to send by ordinary post at my/our own risk to the address shown above my/our share certificate(s) for the number of additional Rights Shares (if any) and warrant certificate(s) for the Bonus Warrants (if any) allotted to me/us in respect of this application and/or a cheque for any surplus application monies without interest returnable to me/us. I/We understand that allotments in respect of this application shall be made at the sole discretion of the Directors and on a sliding scale basis, i.e. applications for a smaller number of Rights Shares are allocated with a higher percentage of successful application but will receive lesser number of Rights Shares, and vice versa, except that the Directors will give preference to applications for less than a board lot of Rights Shares where they appear to the Directors that such applications are made to top up odd lots to whole board lots. I/We further understand that there is no guarantee the Company will allot and issue any excess Rights Share that I/we applied for.
I/We hereby undertake to accept such number of excess Rights Shares (with Bonus Warrants (if any)) as may be allotted to me/us as aforesaid upon the terms set out in the Prospectus and subject to the memorandum of association and bye-laws of the Company. In respect of any excess Rights Shares (with Bonus Warrants (if any)) allotted to me/us, I/we authorise you to place my/our name(s) on the register of members and/or register of warrantholders of the Company as the holder(s) of such Rights Shares and/or Bonus Warrants.
Signature(s) of applicant(s) (all joint applicants must sign)
Date: 2012
Contact Telephone Number:
This form should be completed in full and lodged, together with payment at HK$0.13 per Rights Share for the number of excess Rights Shares applied for, with the Company’s branch share registrar and transfer office in Hong Kong, Tricor Tengis Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong, so as to be received by no later than 4:00 p.m. on Thursday, 1 March 2012. All remittances must be made in Hong Kong dollars and must be forwarded by either a cheque drawn on a bank account with, or by a banker’s cashier order issued by, a licensed bank in Hong Kong. All such cheques or banker’s cashier orders must be made payable to “BEIJING YU SHENG TANG PHARMACEUTICAL GROUP LIMITED – EXCESS APPLICATION ACCOUNT” and crossed “Account Payee Only”. All enquiries in connection with this form of application for excess Rights Shares should be directed to the Company’s branch share registrar and transfer office in Hong Kong, Tricor Tengis Limited, at the above address or by phone at (852) 2980 1333. Completion and return of this form of application for excess Rights Shares together with a cheque or a banker’s cashier order in payment for the excess Rights Shares applied for which are the subject of this form will constitute a warranty by the applicant that the cheque or the banker’s cashier order will be honoured on first presentation. All cheques and banker’s cashier orders will be presented for payment immediately following receipt and all interest earned on such monies will be retained for the benefits of the Company. If any cheque or banker’s cashier order accompanying this application is dishonoured on first presentation, without prejudice to the other rights of the Company, this form of application for excess Rights Shares is liable to be rejected.
The Prospectus Documents have not been and will not be registered or filed under any applicable securities or equivalent legislation of any jurisdictions other than Hong Kong and Bermuda. No action has been taken to permit the offering of the Rights Issue (with Bonus Warrant Issue) in any territory outside Hong Kong. You will be notified by the Company’s branch share registrar and transfer office in Hong Kong of any allotment of the excess Rights Shares and/or Bonus Warrants made to you. If no excess Rights Share is allotted to you, it is expected that the amount tendered on application will be returned to you in full without interest by ordinary post at your own risk on or before Friday, 9 March 2012. If the number of the excess Rights Shares allotted to you is less than that applied for, it is expected that the surplus application monies will be returned to you without interest by ordinary post at your own risk to your registered address on or before Friday, 9 March 2012. Any such cheque will be drawn in favour of the person(s) named on this form. It is expected that share certificates in respect of the Rights Shares and warrant certificates in respect of the Bonus Warrants (if any) will be posted by ordinary post on or before Friday, 9 March 2012 to those entitled thereto at their own risk. You will receive one share certificate for all the Rights Shares and/or excess Rights Shares (if any), both in fully paid form, and one warrant certificate for the Bonus Warrants (if any), allotted and issued to you.
| , , for the Bonus Warrants (if any), allotted and issued to you. |
, , for the Bonus Warrants (if any), allotted and issued to you. |
, , for the Bonus Warrants (if any), allotted and issued to you. |
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|---|---|---|---|
| A SEPARATE CHEQUE OR BANKER’S CASHIER ORDER MUST ACCOMPANY EACH APPLICATION NO RECEIPT WILL BE GIVEN For office use only |
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| Application no. | Number of excess Rights Shares applied for |
Amount paid on application |
Balance refunded |
| HK$ | HK$ |
- For identification purpose only