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WeRide Inc. — Capital/Financing Update 2002
Jul 15, 2002
49472_rns_2002-07-15_aaf8f3b0-8f50-4de0-ac13-a6a4f418dc5f.pdf
Capital/Financing Update
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The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
FAR EAST PHARMACEUTICAL TECHNOLOGY COMPANY LIMITED 遠東生物制藥科技有限公司
(incorporated in the Cayman Islands with limited liability)
CHANGE OF USE OF NET PROCEEDS OF SUBSCRIPTION
Reference is made to the Company’s announcement dated 9th May, 2002.
The Directors confirmed that only approximately HK$30,000,000 of the net proceeds of the Subscription will be used to acquire BVL. BVL wholly owned Xiamen Talent Biotech. The surplus of approximately HK$30,000,000 from the net proceeds of the Subscription originally intended to be used for the acquisition of BVL will be used as general working capital of the Group.
The Directors confirmed that the Company and the existing shareholders of BVL had entered into the Agreement on 15th July, 2002. The Directors further confirmed that the Agreement does not constitute a notifiable transaction under the Listing Rules.
Reference is made to the Company’s announcement dated 9th May 2002 (“ Announcement ”) in relation to the placing of 60,000,000 existing Shares owned by the Vendor to independent investors at a price of HK$2.45 and the subscription of 60,000,000 new Shares by the Vendor at a price of HK$2.45. Unless the context requires otherwise, terms used herein shall have the same meanings as those defined in the Announcement.
According to the Announcement, the net proceeds of the Subscription are expected to amount to approximately HK$141,000,000 and such net proceeds will be used (i) as to approximately not more than HK$60,000,000 to finance the acquisition of BVL, (ii) as to approximately HK$20,000,000 to finance the related re-engineering works of Xiamen Talent Biotech, (iii) as to approximately HK$20,000,000 to finance research and development projects of Xiamen Talent Biotech, (iv) as to approximately HK$10,000,000 as marketing expenses of the Group and (v) as to the balance of approximately HK$31,000,000 as general working capital of the Group.
The consideration of HK$60,000,000 to be payable by the Company to acquire BVL was only an estimate of the parties at the time when the letter of intent was signed while no due diligence on BVL has been conducted. However, pursuant to a valuation conducted by an independent valuer against mainly the land and buildings, fixed assets and licences of the pharmaceuticals of BVL and its subsidiaries, the value of BVL and its subsidiaries as at 31st May, 2002 amounted to approximately HK$30,000,000. Accordingly, the Directors confirmed that only approximately HK$30,000,000 of the net proceeds of the Subscription
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FAR EAST PHARMACEUTICAL – ANNOUNCEMENT 15TH JULY, 2002
will be used to acquire BVL. BVL wholly owned Xiamen Talent Biotech. The surplus of approximately HK$30,000,000 of the net proceeds of the Subscription originally intended to be used to acquire BVL will be used as general working capital of the Group.
The Directors confirmed that a formal sale and purchase agreement (the “ Agreement ”) has been executed between the Company and the existing shareholders of BVL whereby the Company agreed to acquire the entire issued share capital in BVL at a consideration of HK$30,000,000 on 15th July, 2002. The Directors further confirmed that the Agreement does not constitute a notifiable transaction under the Listing Rules.
By Order of the Board Far East Pharmaceutical Technology Company Limited Cai Chong Zhen Chairman
Hong Kong, 15th July, 2002
Please also refer to the published version of this announcement in The Standard.
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FAR EAST PHARMACEUTICAL – ANNOUNCEMENT 15TH JULY, 2002