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Standard Development Group Limited — Capital/Financing Update 2021
Sep 13, 2021
50227_rns_2021-09-13_77036dc6-8a2d-481e-a75a-a861910f6618.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.
This announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities of the Company.
Standard Development Group Limited 標準發展集團有限公司
(Formerly known as LKS Holding Group Limited 樂嘉思控股集團有限公司)
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1867)
RESULTS OF THE RIGHTS ISSUE ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY FIVE (5) EXISTING SHARES HELD ON THE RECORD DATE
Reference is made to the prospectus of Standard Development Group Limited (formerly known as LKS Holding Group Limited) (the “ Company ”) dated 23 August 2021 (the “ Prospectus ”) relating to the Rights Issue. Unless otherwise stated, capitalised terms used herein shall have the same meanings as those defined in the Prospectus.
RESULTS OF THE RIGHTS ISSUE
The Board is pleased to announce that as at 4:00 p.m. on Monday, 6 September 2021, being the latest time for acceptance of payment for the Rights Shares and for application and payment for excess Rights Shares, a total of 10 valid acceptances and applications had been received for a total of 526,856,500 Rights Shares, which represent approximately 235.20% of the total number of 224,000,000 Rights Shares available for subscription under the Rights Issue and comprise:
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(1) 5 valid acceptances of provisional allotments under the PALs in respect of 195,395,500 Rights Shares, representing approximately 87.23% of the total number of the Rights Shares available for subscription under the Rights Issue; and
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(2) 5 valid applications for excess Rights Shares under the EAFs in respect of 331,461,000 Rights Shares, representing approximately 147.97% of the total number of the Rights Shares available for subscription under the Rights Issue.
The IU Shareholder has subscribed and applied a total of 161,410,000 Rights Shares under the PAL pursuant to the Irrevocable Undertaking. In addition, the IU Shareholder has also subscribed and applied a total of 39,540,000 Rights Shares under the EAF.
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As such, the Rights Issue was over-subscribed by 302,856,500 Rights Shares, representing approximately 135.20% of the total number of the Rights Shares available for subscription under the Rights Issue.
THE UNDERWRITING AGREEMENT
As all the conditions set out in the Underwriting Agreement have been fulfilled and the Underwriting Agreement had not been terminated prior to the Latest Time for Termination, the Underwriting Agreement and the Rights Issue became unconditional at 4:00 p.m. on Tuesday, 7 September 2021.
As a result of the over-subscription of the Rights Issue by 302,856,500 Rights Shares, the Underwriter’s obligations under the Underwriting Agreement in respect of the Underwritten Shares have been fully discharged.
EXCESS RIGHTS SHARES
Based on the valid acceptances of provisional allotments under the PALs as referred to above, a total of 28,604,500 excess Rights Shares were available for subscription under the EAFs. Such number of excess Rights Shares was insufficient to satisfy all valid applications for 331,461,000 Rights Shares made under the EAFs.
As stated in the Prospectus, the Directors will allocate the excess Rights Shares at their discretion on a fair and equitable basis and on the principle that, as far as practicable, in proportion to the number of excess Rights Shares being applied for under each excess application but preference will be given to excess applications made by the Qualifying Shareholders other than the IU Shareholder. In view of the over-subscription of the Rights Shares, the Board has resolved to allocate the 28,604,500 excess Rights Shares to the Qualifying Shareholders (other than the IU Shareholder) who have submitted excess applications of the Rights Shares on a pro rata basis of approximately 9.80% of the number of excess Rights Shares applied for under each excess application by the Qualifying Shareholders other than the IU Shareholder and no excess Rights Share was allocated to the IU Shareholder. No preference has been made to the Rights Shares subscribed through applications by PALs or the existing number of Shares held by the Qualifying Shareholders and no preference has been given to applications made for topping up odd lot holdings to whole board lot holdings.
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SHAREHOLDING STRUCTURE OF THE COMPANY
To the best of the Directors’ knowledge, information and belief after having made all reasonable enquiries, the shareholding structure of the Company immediately before and after completion of the Rights Issue is set out below:
| ShareholdersIU ShareholderOther public shareholdersTotal | Immediately beforecompletion of the Rights IssueNumber ofShares%807,050,00072.06312,950,00027.941,120,000,000100.00 | Immediately aftercompletion of the Rights IssueNumber ofShares%968,460,00072.06375,540,00027.941,344,000,000100.00 | Immediately aftercompletion of the Rights IssueNumber ofShares%968,460,00072.06375,540,00027.941,344,000,000100.00 |
|---|---|---|---|
| 100.00 |
Certain figures included in the table above have been rounded to the nearest integer or to two decimal places. Any discrepancies between the total shown and the sum of the amounts listed are due to rounding.
DESPATCH OF SHARE CERTIFICATES AND REFUND CHEQUES
Share certificates in respect of the fully-paid Rights Shares and the refund cheques in respect of wholly or partially unsuccessful application for excess Rights Shares will be despatched to those entitled thereto by ordinary post to their respect registered address at their own risk by the Registrar, Tricor Investor Services Limited, on or before Tuesday, 14 September 2021.
COMMENTMENT OF DEALINGS IN FULLY-PAID RIGHTS SHARES
Approval has been granted by the Listing Committee of the Stock Exchange for the listing of, and permission to deal in, the Rights Shares. Dealings in fully-paid Rights Shares on the Stock Exchange are expected to commence at 9:00 a.m. on Wednesday, 15 September 2021.
By order of the Board Standard Development Group Limited Liu Zhancheng Chairman and executive Director
Hong Kong, 13 September 2021
As at the date of this announcement, the Board comprises Mr. Liu Zhancheng, Ms. Qin Mingyue and Mr. Ye Zuobin as executive Directors; and Dr. Su Lixin, Mr. Liang Rongjin and Dr. Yan Bing as independent non-executive Directors.
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