AI assistant
PW Medtech Group Limited — Capital/Financing Update 2021
Jan 7, 2021
49875_rns_2021-01-07_090ad975-f1a8-4724-9be5-8e4dc2745501.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
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.
PW MEDTECH GROUP LIMITED 普 華 和 順 集 團 公 司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1358)
VERY SUBSTANTIAL DISPOSAL CLOSING OF THE MANAGEMENT DISPOSAL I
References are made to (i) the relevant announcements of PW Medtech Group Limited (the ‘‘Company’’) dated October 26, 2020, November 6, 2020, November 13, 2020, November 19, 2020, November 20, 2020, December 14, 2020, December 29, 2020 and December 31, 2020; (ii) the circular and the supplemental circular of the Company dated November 16, 2020 and November 23, 2020 (the ‘‘Circulars’’), respectively; (iii) the revised notice of the EGM dated November 23, 2020; and (iv) the poll results announcement of the Company dated December 8, 2020, in relation to, among others, the Disposals, the Merger Voting Undertaking, the Special Dividend, the change of book closure period and payment date of the Special Dividend and the closings of the CITIC Disposal and the Management Disposal II. Unless otherwise defined, capitalized terms used in this announcement shall have the same meanings as those defined in the Circulars.
The Board is pleased to announce that all conditions precedent set out in the Management SPA I have been satisfied and the closing of the Management Disposal I took place on January 6, 2021 (U.S. Eastern Time) in accordance with the terms and conditions of the Management SPA I, under which 3,750,000 CBPO Shares have been disposed of by the Company in full to Biomedical Treasure.
Following the aforementioned closing of the Management Disposal I and the earlier closings of the CITIC Disposal and the Management Disposal II which took place on December 30, 2020 (U.S. Eastern Time), the Effective Disposal has taken place through the Transaction Documents and the transactions contemplated thereunder (including the Disposals), and as such, the Effective Disposal through the provision of the Merger Voting Undertaking and the transactions facilitated thereunder (including the Cash Out) will not take place. Immediately after the closing of the Management Disposal I, the Company no longer holds any CBPO Shares and has ceased to be a Consortium member.
– 1 –
Further, the Special Dividend has become unconditional following the closing of the Management Disposal I, and will be paid to the Qualifying Shareholders in accordance with the arrangements as set out in the announcement of the Company dated December 29, 2020.
By order of the Board
PW Medtech Group Limited 普華和順集團公司 Yue’e Zhang Chairman & Chief Executive Officer
Hong Kong, January 7, 2021
As at the date of this announcement, the Board comprises one executive director, namely, Ms. Yue’e Zhang; two nonexecutive directors, namely Mr. Jiang Liwei and Mr. Lin Junshan; and three independent non-executive directors, namely, Mr. Wang Xiaogang, Mr. Zhang Xingdong and Mr. Chen Geng.
– 2 –