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Television Broadcasts Limited — Capital/Financing Update 2009
Aug 3, 2009
49261_rns_2009-08-03_dabebb3f-3b12-42a8-aa85-b18d0c4bd3b2.pdf
Capital/Financing Update
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For Main Board and GEM listed issuers
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Monthly Return of Equity Issuer on Movements in Securities
For the month ended (dd/mm/yyyy) : 31 July 2009
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer China Fortune Group Limited Date Submitted 3 August 2009
I. Movements in Authorised Share Capital
1. Ordinary Shares
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(1) Stock code : 0290 Description : Ordinary Shares
Authorised share
No. of ordinary Par value capital
shares (HK$) (HK$)
Balance at close of preceding month 5,000,000,000 0.1 500,000,000
-- --
Increase/(decrease)
Balance at close of the month 5,000,000,000 0.1 500,000,000
(2) Stock code : N/A Description :
Par value Authorised share
No. of ordinary (State capital
shares currency) (State currency)
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month
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For Main Board and GEM listed issuers
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 |
Authorised share capital (State currency) |
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| Par value (State currency) |
||||
| 3. Other Classes of Shares | ||||
| 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 |
Authorised share capital (State currency) |
|||
| Par value (State currency) |
Total authorised share capital at the end of the month (HK$) :
500,000,000.00
For Main Board and GEM listed issuers
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 (1) (2) |
No. of ordinary shares (1) (2) |
No of preference shares No. of other classes of shares |
No of preference shares No. of other classes of shares |
|---|---|---|---|---|
| 756,070,000 10,000,000 766,070,000 |
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 (under Share Option Schemes of the Issuer)
| Particulars of share option scheme including EGM approval date (dd/mm/yyyy) and class of shares issuable |
Movement duringthe month | Movement duringthe month | Movement duringthe month | Movement duringthe 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 |
||
|---|---|---|---|---|---|---|---|---|
| Granted | Exercised | Cancelled | Lapsed | |||||
| 1. Option Scheme adopted at the EGM held on 18/03/2005 Issuable Ordinary shares 0 (Note 1) 2. (Note 1) 3. (/ /) shares (Note 1) Total funds raised during the month options (State currency) |
0 0 0 Total A. (Ordinary shares) (Preference shares) (Other class) from exercise of 0 |
0 | 0 0 0 0 |
11,400,000 | ||||
For Main Board and GEM listed issuers
Warrants to Issue Shares of the Issuer which are to be Listed
| Description of warrants (Date of expiry- dd/mm/yyyy) |
Description of warrants (Date of expiry- dd/mm/yyyy) |
Description of warrants (Date of expiry- dd/mm/yyyy) |
Currency of nominal value Nominal value at close of precedingmonth Exercised during the month |
Currency of nominal value Nominal value at close of precedingmonth 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. Remuneration | HK$ N/A |
N/A | 0 0 0 0 |
12,000,000 | |||
| Warrants | |||||||
| (Date of expiry | |||||||
| 16 / 02 / 2012 ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 2. |
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| Ordinary | |||||||
| HK0.1 | |||||||
| ( 18 / 07 / 2008) | |||||||
| ( / / ) 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) |
|||||||
| (/ / | ) | ||||||
For Main Board and GEM listed issuers
Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)
| For Main Board and GEM listed issuers Convertibles(i.e. Convertible into Shares of the Issuer which are to be Listed) |
For Main Board and GEM listed issuers Convertibles(i.e. Convertible into Shares of the Issuer which are to be Listed) |
For Main Board and GEM listed issuers Convertibles(i.e. Convertible into Shares of the Issuer which are to be Listed) |
For Main Board and GEM listed issuers Convertibles(i.e. Convertible into Shares of the Issuer which are to be Listed) |
For Main Board and GEM listed issuers Convertibles(i.e. Convertible into Shares of the Issuer which are to be Listed) |
For Main Board and GEM listed issuers Convertibles(i.e. Convertible into Shares of the Issuer which are to be Listed) |
For Main Board and GEM listed issuers Convertibles(i.e. Convertible into Shares of the Issuer which are to be Listed) |
For Main Board and GEM listed issuers Convertibles(i.e. Convertible into Shares of the Issuer which are to be Listed) |
For Main Board and GEM listed issuers Convertibles(i.e. Convertible into Shares of the Issuer which are to be Listed) |
For Main Board and GEM listed issuers Convertibles(i.e. Convertible into Shares of the Issuer which are to be Listed) |
|---|---|---|---|---|---|---|---|---|---|
| Class and description | Currency of amount outstanding |
Amount at close of preceding month |
Converted during the month |
Amount 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. Zero Coupon | HKD | 50,000,000 | 1,000,000 | 49,000,000 | 490,000,000 | ||||
| Convertible | |||||||||
| Notes | |||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy)) 2. Zero Coupon |
Nil | 32,000,000 | 200,000,000 | ||||||
| Convertible | |||||||||
| Notes | |||||||||
| 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) |
|||||||||
| (/ /) | |||||||||
For Main Board and GEM listed issuers Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be listed, including Options (other than under Share Option Schemes)
| Full particulars including EGM approval date (dd/mm/yyyy), if applicable,and class of shares issuable: |
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 |
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. As mentioned in the announcement of the Company dated 16 March 2009, a wholly owned subsidiary of the Company entered into the following agreements on 6 March 2009:- a) a conditional sale and purchase agreement with Pioneer (China) Limited for the sale and purchase of the remaining 49% interest in Excalibur Securities Limited for a consideration of HK$19.2 million. The Consideration shall be satisfied by way of issuing the zero coupon convertible bonds due three years from the date of issue for a principal amount of HK$19.2 million upon completion. The respective resolution to approve, confirm and ratify the agreement has been duly passed by independent shareholders on 29 May 2009; |
0 | 120,000,000 | ||
| b) another conditional sale and purchase agreement with |
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| Pioneer (China) Limited for the sale and purchase of the remaining 49% interest in Excalibur Futures Limited for a consideration of HK$9.8 million. The Consideration shall be satisfied by way of issuing the zero coupon convertible bonds due three years from the date of issue for a principal amount of HK$9.8 million upon completion. The resolution to approve, confirm and ratify the said agreement has been duly passed by independent shareholders on 29 May 2009; and c) a conditional sale and purchase agreement with Ample Wealth Group Limited for the sale and purchase of the entire issued share capital of Wealthy Aim Group Limited which will own 70% interest in AMS Capital Limited (“AMS Capital”) upon the reorganization of shareholding of AMS Capital. The consideration of HK$58.5 million shall be satisfied by an initial non- refundable deposit of HK$100,000.00 and the remaining balance by way of issuing the zero coupon convertible bonds due three years from the date of issue for a principal amount of HK$58.4 million subject to certain limitation on issuance and conversion. 2. On 22 May 2009, the Company (as issuer) entered into a subscription agreement with Jadehero Limited (as subscriber) for the subscription of the convertible bonds in principal amount of HK$128 million due on 31 December 2012 at an exercise price of HK$0.16 per conversion share with the |
0 | 61,250,000 | ||
| 0 | 365,000,000 | |||
| option for the subscriber to further subscribe convertible bonds up to a maximum principal amount of HK$128 million |
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convertible into a maximum of 800 million shares of the |
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| Company. The resolution to approve, confirm and ratify the said subscription agreement has been duly passed by independent shareholders on 3 July 2009. |
0 | 1,600,000,000 | ||
| (/ /) | Nil | 2,146,250,000 | ||
| shares_(Note 1)_ | ||||
| Total D. (Ordinary shares) | ||||
| (Preference shares) | Nil | |||
| (Other class) | Nil | |||
For Main Board and GEM listed issuers
Other Movements in Issued Share Capital
| 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 |
|||
| 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 / / ) / / ) |
||
| 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 / / ) / / ) |
||
| 3. Placing 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 / / ) / / ) |
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| 4. Bonus issue | Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) ( ( |
N/A / / ) / / ) |
||
| For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | ||
|---|---|---|---|---|---|
| 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 |
||||
| 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 / / ) / / ) |
|||
| 6. Repurchase of shares |
Class of shares repurchased_(Note 1)_ Cancellation date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) ( ( |
N/A / / ) / / ) |
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| 7. Redemption of shares |
Class of shares redeemed_(Note 1)_ Redemption date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) ( ( |
N/A / / ) / / ) |
|||
| 8. Consideration issue | Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) ( ( |
N/A / / ) / / ) |
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| For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | For Main Board and GEM listed issuers |
|---|---|---|---|
| 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 |
||
| 9. Capital reorganisation Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) ( ( |
N/A / / ) / / ) |
||
| 10. Other (Please specify) Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) ( ( |
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) | 10,000,000 |
|---|---|---|
| (2) | N/A | |
| Total increase / (decrease) in preference shares during the month (i.e. Total of A to E): | N/A | |
| Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E): | N/A | |
| (These figures should be the same as the relevant figures under II above (“Movements in Issued Share | Capital”).) |
For Main Board and GEM listed issuers
Remarks (if any):
Submitted by: Chow Man Ngan
Title: Secretary (Director, Secretary or other duly authorised officer)
Notes:
1. State the class of shares (e.g. ordinary, preference or other).
2. If there is insufficient space, please append the prescribed continuation sheet.