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Sam Woo Construction Group Limited Capital/Financing Update 2022

Sep 28, 2022

50893_rns_2022-09-28_ab86400f-a1e6-4847-a985-503d040c21c3.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.

SAM WOO CONSTRUCTION GROUP LIMITED

三和建築集團有限公司

(Incorporated in the Cayman Islands with limited liability) (Stock code : 3822)

FACILITY LETTER WITH SPECIFIC PERFOMRNACE COVENANTS

The board of directors (the “ Board ”) of Sam Woo Construction Group Limited (the “ Company ”) announces that Sam Woo Bore Pile Foundation Limited together with certain group companies (the “ Borrowers ”, all indirect wholly-owned subsidiaries of the Company) entered into a facility letter (the “ Facility Letter ”) with a bank on 26 September 2022. Pursuant to the Facility Letter, a term loan facility in the aggregate amount of HK$100,000,000 for a term of two years from the date of first drawdown was granted to the Borrowers for the working capital to carry out their construction project.

Pursuant to the Facility Letter, the Company undertakes to the bank that Mr. Lau Chun Ming shall remain as chairman of the Board; and Mr. Lau Chun Ming or Ms. Leung Lai So (the “ Controlling Shareholders ”) shall maintain, directly or indirectly, not less than 55% legal and beneficial ownership of the issued share capital of the Company. As at the date of this announcement, the Controlling Shareholders indirectly hold approximately 71.43% of the issued share capital of the Company.

Such specific performance obligations imposed on the Controlling Shareholders under the Facility Letter are required to be disclosed by the Company pursuant to Rule 13.18 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”). The Company will make disclosures in its subsequent interim and annual reports in accordance with the requirements under Rule 13.21 of the Listing Rules for so long as the above obligations continue to exist.

By order of the Board Sam Woo Construction Group Limited Lau Chun Ming Chairman

Hong Kong, 28 September 2022

As at the date of this announcement, the executive directors of the Company are Mr. Lau Chun Ming, Mr. Lau Chun Kwok, Mr. Lau Chun Ka and Ms. Leung Lai So; the independent non-executive directors of the Company are Professor Wong Sue Cheun, Roderick, Mr. Chu Tak Sum and Mr. Ip Tin Chee, Arnold.