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Qiniu Limited — Capital/Financing Update 2021
May 3, 2021
50678_rns_2021-05-03_ca2eaeb0-2d16-4a7e-a2cc-abba2f235005.pdf
Capital/Financing Update
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Monthly Return of Equity Issuer on Movements in Securities
For the month ended (dd/mm/yyyy) : 30/04/2021
To : Hong Kong Exchanges and Clearing Limited
Siberian Mining Group Company Limited Name of Issuer (incorporated in the Cayman Islands with limited liability) Date Submitted 03/05/2021
I. Movements in Authorised Share Capital
| 1. Ordinary Shares | 1. Ordinary Shares | |||
|---|---|---|---|---|
| (1) Stock code :1142 Description : No. of ordinary shares Balance at close of preceding month 500,000,000 Increase/(decrease) Nil Balance at close of the month 500,000,000 |
Siberian | Mining Authorised share capital (HK$) 1,000,000,000.00 Nil 1,000,000,000.00 |
||
| Par value (HK$) 2.00 2.00 |
||||
| (2) Stock code : N/A Description : No. of ordinary shares Balance at close of preceding month Increase/(decrease) Balance at close of the month |
N/A Par value (State currency) Authorised share capital (State currency) |
|||
| Par value (State currency) |
2. Preference Shares
| 2. Preference Shares | 2. Preference Shares | 2. Preference Shares | 2. Preference Shares | 2. Preference Shares |
|---|---|---|---|---|
| Stock code : N/A Description : No. of preference shares Balance at close of preceding month Increase/(decrease) Balance at close of the month |
N/A Par value (State currency) Authorised share capital (State currency) |
|||
| Par value (State currency) |
||||
| 3.OtherClasses ofShares | ||||
| Stock code : N/A Description : No. of other classes of shares Balance at close of preceding month Increase/(decrease) Balance at close of the month |
N/A Par value (State currency) Authorised share capital (State currency) |
|||
| Par value (State currency) |
Total authorised share capital at the end of the month (HK$) : 1,000,000,000.00
II. Movements in Issued Share Capital
| Balance at close of preceding month Increase/ (decrease) during the month Balance at close of the month |
No. of ordinary shares No of preference shares No. of other classes ofshares (1) (2) |
|||
| 145,017,062 N/A 145,017,062 |
N/A N/A N/A |
N/A N/A N/A |
N/A N/A N/A |
III. Details of Movements in Issued Share Capital
| Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | |||
|---|---|---|---|---|---|---|---|---|
| Particulars of share option scheme including EGM approval date (dd/mm/yyyy) and class of shares issuable |
Movement during themonth | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
||||||
| Granted | Exercised | Cancelled | Lapsed | |||||
| 1. N/A (/ /) shares (Note 1) 2. (/ /) shares (Note 1) 3. (/ /) shares (Note 1) Total A. (Ordinary shares) (Preference shares) (Other class) Total funds raised during the month from exercise of options (HK$) N/A |
N/A N/A N/A |
|||||||
Warrants to Issue Shares of the Issuer which are to be Listed
| Description of warrants (Date ofexpiry-dd/mm/yyyy) |
Description of warrants (Date ofexpiry-dd/mm/yyyy) |
Description of warrants (Date ofexpiry-dd/mm/yyyy) |
Currency of nominal value Nominal value at close of preceding month |
Currency of nominal value Nominal value at close of preceding month |
Exercised during the month Nominal value at close of the month |
Exercised during the month Nominal value at close of the month |
Exercised during the month Nominal value at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|---|---|---|---|---|---|
| 1. N/A | N/A N/A N/A |
||||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 2. |
|||||||||
| ( / / | ) | ||||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. |
|||||||||
| ( / / | ) | ||||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. |
|||||||||
| ( / / | ) | ||||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
|||||||||
| ( / / | ) | ||||||||
Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)
| Class and description | Class and description | Currency of amount outstanding |
Amount at close of preceding month Converted during the month |
Amount at close of preceding month Converted during the month |
Amount at close ofthemonth |
Amount at close ofthemonth |
No. of new shares of issuer issued during the month pursuant thereto |
No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|---|---|---|---|---|
| 1. Third ConvertibleNote US$ US$400,390,000 N/A US$400,390,000 N/A 6,506,337 Stock code (if listed) Unlisted (See Remarks) (See Remarks) Class of shares issuable_(Note 1) Ordinary shares Subscription price HK$480.00 EGM approval date (if applicable) (dd/mm/yyyy)) (16/01/2009) 2. Stock code (if listed) Class of shares issuable(Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) ( / / ) 3. Stock code (if listed) Class of shares issuable(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) ( / / ) Total C. (Ordinary shares) N/A (Preference shares) N/A (Other class) N/A |
US$ Unlisted | US$400,390,000 | N/A |
6,506,337 |
||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy)) 2. |
||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. |
||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
||||||||
N/A |
||||||||
N/A |
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Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)
Options (other than under Share Option Schemes) |
Options (other than under Share Option Schemes) |
||
|---|---|---|---|
| Full particulars including EGM approval date (dd/mm/yyyy), if applicable, and class of shares issuable: |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
||
| 1. 2. 3. |
N/A N/A N/A N/A N/A N/A |
N/A | |
| ( / / ) | |||
| shares_(Note 1)_ | |||
| N/A | |||
| ( / / ) | |||
| shares_(Note 1)_ | |||
| N/A | |||
| ( / / ) | |||
| shares_(Note 1)_ | |||
| Total D. (Ordinary shares) | |||
| (Preference shares) | |||
| (Other class) |
Other Movements in Issued Share Capital
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|
| 1. Rights issue At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 2. Open offer At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 3. Placing At price : HK$ |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 4. Bonus issue | Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|
| 5. Scrip dividend At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 6. Repurchase of shares |
Class of shares repurchased_(Note 1) Cancellation date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 7. Redemption of shares |
Class of shares redeemed_(Note 1) Redemption date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 8. Consideration issue At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|---|
| 9. Capital reorganisation |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A | |
| 10. Other (Please specify)At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A | |
| Total E. (Ordinary shares) (Preference shares) (Other class) |
N/A N/A N/A |
|||
| Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): (1) (2) Total increase / (decrease) in preference shares during the month (i.e. Total of A to E): Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E): (These figures should be the same as the relevant figures under II above (“Movements in Capital”).) |
N/A | |||
| N/A | ||||
| N/A | ||||
| N/A | ||||
| Issued Share |
IV. Confirmations
| We hereby confirm to the best knowledge, information and belief that, in relation to each of the securities | We hereby confirm to the best knowledge, information and belief that, in relation to each of the securities |
|---|---|
| issued by the issuer during the month as set out in Part III which has not been previously disclosed in a return | |
| published under rule 13.25A, it has been duly authorized by the board of directors of the listed issuer and, | |
| insofar as applicable: | |
| (Note 2) | |
| (i) | all money due to the listed issuer in respect of the issue of securities has been received by it; |
| (ii) | all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock |
| Exchange of Hong Kong Limited under “Qualifications of listing” have been fulfilled; | |
| (iii) | all (if any) conditions contained in the formal letter granting listing of and permission to deal in the |
| securities have been fulfilled; | |
| (iv) | all the securities of each class are in all respects identical_(Note 3)_; |
| (v) | all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be |
| filed with the Registrar of Companies have been duly filed and that compliance has been made with | |
| other legal requirements; | |
| (vi) | all the definitive documents of title have been delivered/are ready to be delivered/are being prepared |
| and will be delivered in accordance with the terms of issue; | |
| (vii) | completion has taken place of the purchase by the issuer of all property shown in the listing document |
| to have been purchased or agreed to be purchased by it and the purchase consideration for all such | |
| property has been duly satisfied; and | |
| (viii) | the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and |
| executed, and particulars thereof, if so required by law, have been filed with the Registrar of | |
| Companies. |
Remarks (if any):
On 22 August 2016 after trading hours, Cordia, Choi Sungmin, Grandvest, Daily Loyal Limited and the
Company entered into the Additional Agreement. It was agreed by those parties that, as the New Reserves
Estimate Amount reported by the New Technical Expert was more than 12 million tonnes, the relevant
formula in the Agreement for determining the principal amount of the whole Third Convertible Note would apply.
Applying such formula and based on the New Reserves Estimate Amount, the principal amount of the whole Third Convertible Note (before any conversion or transfer thererof) would be US$431,190,000. Accordingly, the principal amount of US$412,270,000 of the Third Convertible Note as of 22 August 2016 would be reduced by US$11,880,000 to US$400,390,000.
(For more details, please refer to the announcements dated 3 April 2013, 22 April 2015, 26 May 2015, 17 June
2015, 15 April 2016, 18 April 2016, 16 August 2016, 22 August 2016, 13 April 2017, 9 May 2017, 29 May 2017, 14 June 2017, 23 June 2017, 14 July 2017, 18 August 2017, 22 September 2017, 3 November 2017, 8 December 2017, 9 February 2018, 11 May 2018, 10 August 2018, 19 October 2018, 22 October 2018, 2 November 2018, 9 November 2018, 20 May 2019 and 23 April 2020.)
Submitted by: LEE Jaeseong s
Title: Executive Director s
(Director, Secretary or other duly authorised officer)
Notes :
1. State the class of shares (e.g. ordinary, preference or other).
2. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under rule 13.25A in relation to the securities issued, no further confirmation is required to be made in this return.
3. “Identical” means in this context:
-
- the securities are of the same nominal value with the same amount called up or paid up;
-
they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and
-
they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.
4. If there is insufficient space, please append the prescribed continuation sheet.