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PegBio Co., Ltd. — Capital/Financing Update 2017
Aug 17, 2017
50676_rns_2017-08-17_7374c9f8-04ca-429b-9a34-9be0f4f04745.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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CMBC CAPITAL HOLDINGS LIMITED
(Incorporated in Bermuda with limited liability)
(Stock Code: 1141)
DISCLOSEABLE TRANSACTION SUBSCRIPTIONS OF THE FUND
THE SUBSCRIPTIONS
On 10 August 2017 and 17 August 2017, PIMCO Funds, through the Administrator, has confirmed that the subscriptions of the Fund with the subscription amount of US$8 million and US$10 million were allocated to the orders placed by the Company, respectively.
Pursuant to Rule 14.22 of the Listing Rules, the First Subscription and the Second Subscription will be aggregated. As one or more of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the Subscriptions exceed(s) 5% but less than 25%, the Subscriptions constitute a discloseable transaction of the Company and is subject to the reporting and announcement requirements under Chapter 14 of the Listing Rules.
THE SUBSCRIPTIONS
The orders to subscribe
Date of confirmation:
10 August 2017 (First Subscription)
17 August 2017 (Second Subscription)
Parties: 1. The Company
- PIMCO Funds
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The Subscriptions
On 10 August 2017 and 17 August 2017, PIMCO Funds, through the Administrator, has confirmed that the subscriptions of the Fund with the subscription amount of US$8 million and US$10 million were allocated to the orders placed by the Company, respectively. The Group will fund the Subscriptions from its internal resources.
Principal Terms of the Fund
The principal terms of the Fund are as follows:
Fund: The Income Fund, being a sub-fund of PIMCO Funds and is authorised by the SFC under section 104 of the SFO
Manager: PIMCO Global Advisors (Ireland) Limited Administrator: State Street Fund Services (Ireland) Limited. To the best knowledge, information and belief of the Directors, the Administrator and its ultimate beneficial owner(s) are Independent Third Parties.
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Hong Kong Representative: PIMCO Asia Limited. To the best knowledge, information and belief of the Directors, the Hong Kong Representative and its ultimate beneficial owner(s) are Independent Third Parties.
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Investment Objective: The primary investment objective of the Fund is to seek high current income, consistent with prudent investment management. Long-term capital appreciation is a secondary objective.
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Investment Policies: The Fund will utilise a global multi-sector strategy that seeks to combine the investment advisor’s total return investment process and philosophy with income maximization. Portfolio construction is founded on the principle of diversification across a broad range of global fixed income securities. Top-down and bottom-up strategies are used to identify multiple sources of value to generate consistent returns. Topdown strategies are deployed taking into account a macro view of the forces likely to influence the global economy and financial markets over the medium term. Bottom-up strategies drive the security selection process and facilitate the identification and analysis of undervalued securities. The Fund is diversified broadly across regions, industries, issuers, and asset classes, as well as through a varied set of sources of value and employs independent research and prudent diversification with respect to industries and issuers in order to seek to achieve its investment objective.
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Management of the Fund:
The Manager is responsible for the investment management of the Fund and the general administration of PIMCO Funds and may delegate such functions subject to the overall supervision and control of the directors of PIMCO Funds.
- Management Fee: 0.55% per annum
Distribution Policy:
The directors of PIMCO Funds are entitled to pay such dividends at such times as they think fit and as appear to be justified out of (i) net investment income which consists of interest and dividends; (ii) realised profits on the disposal of investments less realised and unrealised losses (including fees and expenses) and; (iii) other funds (including capital) as may be lawfully distributed from the Fund.
Redemption:
The Fund can be redeemed by submitting a redemption request either directly to the Administrator or to the Hong Kong Representative before 5:00 p.m. on any Hong Kong business day. The redemption price will be the net asset value per share on such day that the redemption request is deemed to have been duly received less any redemption charge (if any). The redemption proceeds are paid usually on the following business day. In any event, the period between a redemption request and payment of proceeds should not exceed 14 calendar days, provided all relevant documentation has been received.
Listing Rules Implications
Pursuant to Rule 14.22 of the Listing Rules, the First Subscription and the Second Subscription will be aggregated. As one or more of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the Subscriptions exceed(s) 5% but less than 25%, the Subscriptions constitute a discloseable transaction of the Company and is subject to the reporting and announcement requirements under Chapter 14 of the Listing Rules.
INFORMATION OF THE GROUP
As at the date of this announcement, the Group is principally engaged in the business of brokerage and related services, securities investments and provision of finance.
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REASONS FOR AND BENEFITS OF THE SUBSCRIPTIONS
Taking into account the principal activities of the Group, the Directors consider that the Subscriptions are in the ordinary and usual course of business of the Group.
The Directors believe that the Subscriptions have been entered into based on the Company’s strategy. Considering the past-performance of PIMCO Funds and given that the Manager is a well-known fund management company with substantial management experience in investment funds, the Company considers that the Subscriptions represent an opportunity for the Group to expand and diversify its investments portfolio and enjoy returns from the investments made by the Fund whilst limiting the financial commitment of the Group towards such investments.
The Directors consider the terms of the Subscriptions are on normal commercial terms which are fair and reasonable and the Subscriptions are in the interests of the Company and its Shareholders as a whole.
INFORMATION OF PIMCO FUNDS AND THE MANAGER
According to its prospectus, PIMCO Funds is an umbrella type open-ended investment company with variable capital and segregated liability between the funds incorporated under the laws of Ireland and whose assets are held in different funds.
To the best of the knowledge, information and belief of the Directors, the Manager is a private company incorporated in Ireland with limited liability and is principally engaged in the investment management.
As at the date of this announcement, to the best of the information, knowledge and belief of the Directors, having made all reasonable enquiries, PIMCO Funds, the Manager and their respective ultimate beneficial owners are Independent Third Parties.
DEFINITION
In this announcement, unless the context requires otherwise, the following expressions have the following meanings:
“Administrator” State Street Fund Services (Ireland) Limited, being a limited liability company incorporated in Ireland and is a wholly-owned subsidiary of the State Street Corporation
“Board”
the board of Directors
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| “Company” | CMBC Capital Holdings Limited (民銀資本控股有限公司), a |
|---|---|
| company incorporated in Bermuda with limited liability and the | |
| issued shares of which are listed on the Stock Exchange (stock | |
| code: 1141) | |
| “Director(s)” | the director(s) of the Company |
| “First Subscription” | the subscription of the Fund with the subscription amount of |
| US$8 million confirmed on 10 August 2017 | |
| “Fund” | The Income Fund, being a sub-fund of PIMCO Funds and is |
| authorised by the SFC under section 104 of the SFO | |
| “Group” | the Company and its subsidiaries |
| “Hong Kong” | the Hong Kong Special Administrative Region of the People’s |
| Republic of China | |
| “Hong Kong Representative” | PIMCO Asia Limited, being a company incorporated under the |
| laws of Hong Kong with limited liability | |
| “Independent Third | any entity(ies) or person(s) which or who is/are not a connected |
| Party(ies)” | person of the Company within the meaning ascribed thereto |
| under the Listing Rules | |
| “Ireland” | the Republic of Ireland |
| “Listing Rules” | the Rules Governing the Listing of Securities on the Stock |
| Exchange | |
| “Manager” | PIMCO Global Advisors (Ireland) Limited, a private company |
| incorporated in Ireland with limited liability | |
| “PIMCO Funds” | PIMCO Funds: Global Investors Series plc, an umbrella type |
| open-ended investment company with variable capital and | |
| segregated liability between sub-funds and incorporated with | |
| limited liability under the laws of Ireland |
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| “Second Subscription” | the subscription of the Fund with the subscription amount of |
|---|---|
| US$10 million confirmed on 17 August 2017 | |
| “SFC” | the Securities and Futures Commission |
| “SFO” | Securities and Future Ordinance (Cap. 571 of the Laws of Hong |
| Kong) | |
| “Shareholders” | holders of the shares of the Company |
| “Stock Exchange” | The Stock Exchange of Hong Kong Limited |
| “Subscriptions” | collectively, the First Subscription and the Second Subscription |
| “US$” | US dollars, the lawful currency of the United States |
| “%” | per cent. |
By order of the Board CMBC Capital Holdings Limited Li Jinze Chairman
Hong Kong, 17 August 2017
As at the date of this announcement, the executive Directors are Mr. Li Jinze, the non-executive Directors are Mr. Ren Hailong and Mr. Liao Zhaohui, and the independent non-executive Directors are Mr. Lee, Cheuk Yin Dannis, Mr. Wu Bin and Mr. Wang Lihua.
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