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WeRide Inc. — Share Issue/Capital Change 2003
Oct 8, 2003
49472_rns_2003-10-08_24c12a1f-ea13-420f-980d-54825c25163c.pdf
Share Issue/Capital Change
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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)
PROPOSAL FOR SUBDIVISION OF SHARES AND CHANGE IN BOARD LOT SIZE OF SHARES
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The Board proposes that each of the existing issued and unissued Shares of HK$0.10 each in the share capital of the Company be subdivided into four Subdivided Shares of HK$0.025 each. The Share Subdivision is subject to, inter alia, Shareholders’ approval. The expected timetable for the implementation of the Share Subdivision and the associated trading arrangements are set out below.
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The Shares are now traded on the Stock Exchange in board lots of 2,000 Shares. Following the implementation of the Share Subdivision, the board lot size will be changed to 4,000 Subdivided Shares.
PROPOSED SHARE SUBDIVISION AND CHANGE IN BOARD LOT SIZE
The board of directors (the “Board”) of Far East Pharmaceutical Technology Company Limited (the “Company”) proposes that each of the existing issued and unissued shares of HK$0.10 each in the share capital of the Company (the “Shares”) be subdivided (the “Share Subdivision”) into four shares of HK$0.025 each (the “Subdivided Shares”). Currently, the Shares are traded in board lots of 2,000 Shares. Following the implementation of the Share Subdivision, the board lot size will be changed to 4,000 Subdivided Shares for the purpose of trading on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).
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Far East Pharmaceutical Technology Company Limited – Announcement
7 October, 2003
As at the date of this announcement, the authorised share capital of the Company was HK$100,000,000 which was divided into 1,000,000,000 Shares, of which 508,935,600 Shares were in issue. Immediately following the implementation of the Share Subdivision, (i) the authorised share capital of the Company will be HK$100,000,000 which is divided into 4,000,000,000 Subdivided Shares and (ii) 2,035,742,400 Subdivided Shares will be in issue assuming that no Shares are issued or purchased by the Company prior to the implementation of the Share Subdivision.
Reasons for the Share Subdivision
The Board considers that upon the Share Subdivision having become effective, the monetary value of each board lot of the Subdivided Shares will be less than the value of the existing board lot of the Shares. The Board believes a lower board lot value would make the shares of the Company more assessable to a wider range of investors and would in turn improve the liquidity in trading of the Subdivided Shares. Such improvement would enable the shareholders of the Company (the “Shareholders”) to acquire or dispose of their shareholdings in the Company more efficiently which, in general, is regarded as advantageous to the Shareholders.
Effects of the Share Subdivision
The Subdivided Shares will rank pari passu in all respects with each other and the Share Subdivision will not result in any change in the relevant rights of the Shareholders.
Save for the expenses to be incurred in relation to the Share Subdivision, the Board believes that the implementation of the Share Subdivision will not, by itself, alter the net asset value, business operations, management or financial position of the Group or the proportionate interest of Shareholders in the Company.
Adjustment to the outstanding share options
As at the date of this announcement, the Company has 52,000,000 outstanding share options. In accordance with the terms of the share option schemes of the Company, Share Subdivision may result in adjustments to the subscription price and/or the number of shares of the Company to be subscribed for in relation to the outstanding share options. A notice regarding such adjustments will be served on holders of the outstanding share options when the Share Subdivision becomes unconditional.
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Far East Pharmaceutical Technology Company Limited – Announcement
7 October, 2003
Conditions of Share Subdivision
The Share Subdivision is conditional upon (a) the passing of an ordinary resolution approving the Share Subdivision by the Shareholders at an extraordinary general meeting of the Company (the “Extraordinary General Meeting”); and (b) the Listing Committee of the Stock Exchange granting the listing of, and permission to deal in, the Subdivided Shares in issue and any new Subdivided Shares which may fall to be issued pursuant to the exercise of options granted under the Company’s share option scheme.
EXPECTED TIMETABLE
Year 2003
Despatch of circular in relation to the Share Subdivision
and associated trading arrangements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Friday, 10 October
Latest time for lodging of form of proxy for the Extraordinary General Meeting . . . . . . . . . . . . . . . . . 3:00 p.m. on Saturday, 25 October
Extraordinary General Meeting to approve
the Share Subdivision . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3:00 p.m. on Monday, 27 October
Effective date of the Share Subdivision . . . . . . . . . . . . . . . . . . . . . . . . . . . . Tuesday, 28 October
Dealing in Subdivided Shares commences. . . . . . . . . . . . . . . 9:30 a.m. on Tuesday, 28 October
Original counter for trading in existing Shares
in board lots of 2,000 Shares closes . . . . . . . . . . . . . . . . . . 9:30 a.m. on Tuesday, 28 October
Temporary counter for trading in Subdivided Shares
in board lots of 8,000 Subdivided Shares
(in the form of existing share certificates) opens . . . . . . . 9:30 a.m. on Tuesday, 28 October
First day for free exchange of certificates for existing
Shares for new certificates for Subdivided Shares . . . . . . . . . . . . . . . . . Tuesday, 28 October
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Far East Pharmaceutical Technology Company Limited – Announcement
7 October, 2003
Original counter for trading in Subdivided Shares
in board lots of 4,000 Subdivided Shares
(in the form of new certificates
for Subdivided Shares) re-opens . . . . . . . . . . . . . . . . . . . 9:30 a.m. on Tuesday, 11 November
Parallel trading in Subdivided Shares
(in the form of (a) new certificates for Subdivided Shares and (b) certificates
for existing Shares) commences . . . . . . . . . . . . . . . . . . . 9:30 a.m. on Tuesday, 11 November
Temporary counter for trading in Subdivided Shares
in board lots of 8,000 Subdivided Shares
(in the form of existing share certificates) closes . . . . . . 4:00 p.m. on Tuesday, 2 December
Parallel trading in Subdivided Shares
(in the form of (a) new certificates for Subdivided Shares and (b) certificates
for existing Shares) ends . . . . . . . . . . . . . . . . . . . . . . . . . . 4:00 p.m. on Tuesday, 2 December
Latest time for free exchange of certificates
for existing Shares for new certificates
for Subdivided Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4:30 p.m. on Friday, 5 December
Every existing certificate will only be valid for delivery and settlement purposes for the period up to 3:45 p.m. on 4 December 2003 and thereafter will not be accepted for settlement purposes. However, the certificates for existing Shares will continue to be good evidence of legal title to the Subdivided Shares on the basis of one existing Share for four Subdivided Shares.
Subject to the Share Subdivision becoming effective, Shareholders may, during business hours from Tuesday, 28 October 2003 to Friday, 5 December 2003 (both dates inclusive), submit their certificates for the Shares to the Company’s share registrar, Tengis Limited at G/F, Bank of East Asia Harbour View Centre, 56 Gloucester Road, Wanchai, Hong Kong in exchange for certificates for the Subdivided Shares (on the basis of every one Share for four Subdivided Shares) free of charge. Thereafter, share certificates for Shares will be accepted for exchange only on payment of a fee of HK$2.50 (or such higher amount as may from time to time be specified by the Stock Exchange) for each new certificate issued for the Subdivided Shares or each old share certificate submitted, whichever number of share certificate involved is higher.
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Far East Pharmaceutical Technology Company Limited – Announcement
7 October, 2003
GENERAL
Application will be made to the Stock Exchange for the listing of, and permission to deal in, the Subdivided Shares in issue and any new Subdivided Shares which may fall to be issued pursuant to the exercise of options granted under the Company’s share option scheme.
A circular containing, among other things, details of the Share Subdivision and the associated trading arrangements and a notice convening the Extraordinary General Meeting will be despatched to the Shareholders on 10 October 2003.
By Order of the Board Cai Chong Zhen Chairman
Hong Kong, 7 October 2003
Please also refer to the published version of this announcement in The Standard.
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Far East Pharmaceutical Technology Company Limited – Announcement
7 October, 2003