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RemeGen Co., Ltd. — Capital/Financing Update 2017
Sep 28, 2017
51206_rns_2017-09-28_6378572c-4201-40b7-ae7a-83f87c73f0be.pdf
Capital/Financing Update
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The 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.
This announcement is not for distribution, directly or indirectly, in or into the United States. This announcement does not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States or any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No securities may be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
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Overseas Chinese Town (Asia) Holdings Limited 華僑城(亞洲)控股有公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 03366)
PROPOSED ISSUE OF SENIOR GUARANTEED PERPETUAL CAPITAL SECURITIES
The Company proposes to issue senior guaranteed perpetual capital securities. The Securities, if issued, will be unconditionally and irrevocably guaranteed by the Guarantor. The Company has appointed China Everbright Bank Hong Kong Branch, ICBC International and DBS Bank Ltd. as joint global coordinators, joint bookrunners and joint lead managers, and China Industrial Securities International, China Merchants Securities (HK), Guotai Junan International, Industrial Bank Co., Ltd. Hong Kong Branch and OCBC Bank as joint bookrunners and joint lead managers of the Securities Issue. The Company intends to use the net proceeds from the Securities Issue for general corporate purposes.
Application will be made to the Stock Exchange for listing of, and permission to deal in, the Securities Issue by way of debt issue to professional investors only. Listing of the Securities Issue on the Stock Exchange is not to be taken as an indication of the merits of the Securities Issue or the Company.
As no binding agreement in relation to the Securities Issue has been entered into as at the date of this announcement, the Securities Issue may or may not materialise. Completion of the Securities Issue is subject to market conditions and investors’ interest. Investors and shareholders of the Company are urged to exercise caution when dealing in the securities of the Company. Further announcements in respect of the Securities Issue are expected to be made by the Company.
The Securities will only be offered outside the United States in accordance with Regulation S under the Securities Act. None of the Securities will be offered to the public in Hong Kong.
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DEFINITIONS
In this announcement, the following expressions have the meanings set out below:
| “Board” | the board of directors of the Company |
|---|---|
| “China Everbright Bank | China Everbright Bank Co., Ltd., Hong Kong Branch |
| Hong Kong Branch” | |
| “China Industrial | China Industrial Securities International Brokerage Limited |
| Securities | |
| International” | |
| “China Merchants | China Merchants Securities (HK) Co., Limited |
| Securities (HK)” | |
| “Company” | Overseas Chinese Town (Asia) Holdings Limited (華僑城(亞洲)控股 |
| 有限公司) | |
| “Guarantor” | Overseas Chinese Town Enterprises Company (華僑城集團公司) |
| “Guotai Junan | Guotai Junan Securities (Hong Kong) Limited |
| International” | |
| “ICBC International” | ICBC International Securities Limited |
| “OCBC Bank” | Oversea-Chinese Banking Corporation Limited |
| “Securities” | senior guaranteed perpetual capital securities to be issued by the |
| Company and guaranteed by the Guarantor | |
| “Securities Act” | the United States Securities Act of 1933, as amended, and the rules and |
| regulations promulgated thereunder | |
| “Securities Issue” | the issue of the Securities |
| “Stock Exchange” | The Stock Exchange of Hong Kong Limited |
| “United States” | the United States of America, its territories and possessions and all |
| areas subject to its jurisdiction |
By order of the Board of Overseas Chinese Town (Asia) Holdings Limited He Haibin Chairman
Hong Kong, 28 September 2017
As at the date of this announcement, the Board of the Company comprises seven directors, namely: Mr. He Haibin, Ms. Xie Mei and Mr. Lin Kaihua as executive directors; Mr. Zhang Jing as nonexecutive director; Mr. Lu Gong, Ms. Wong Wai Ling, and Professor Lam Sing Kwong Simon as independent non-executive directors.
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