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Yunkang Group Limited — Capital/Financing Update 2013
May 31, 2013
50524_rns_2013-05-31_12ad935f-e471-4e89-85ed-a805167ca4a8.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 is for information purposes only, and does not constitute an invitation or an offer to acquire, purchase or subscribe for securities. No public offer of the securities referred to herein will be made in Hong Kong, the United States or any other jurisdiction.
Neither this announcement nor anything herein constitutes an offer of securities for sale or solicitation of an offer to buy securities in the United States. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or the securities laws of any other jurisdiction, and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act.
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(Incorporated in Hong Kong with limited liability) (Stock Code: 992)
PROPOSED ISSUE OF USD DENOMINATED NOTES
This announcement is made by the Company pursuant to Rule 13.09 of the Listing Rules and the Inside Information Provisions (as defined in the Listing Rules) under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).
PROPOSED NOTE ISSUE
Introduction
The Board wishes to announce that the Company proposes to carry out a Note Issue to offer and issue the Notes to professional and institutional investors only. It is intended that the Notes will be direct, general, unsecured and unsubordinated obligations of the Company denominated in U.S. dollars. The size and pricing of the proposed Note Issue will be determined following a book-building process to be conducted by Credit Suisse and Goldman Sachs as the joint global coordinators and Credit Suisse, Goldman Sachs, BNP Paribas, BOC International, HSBC, Mitsubishi UFJ Securities, Mizuho Securities, The Royal Bank of Scotland and Standard Chartered as the joint lead managers and joint bookrunners of the Note Issue.
The Notes will not be the subject of a public offering in Hong Kong, the United States or any other jurisdiction.
An offering circular which will be distributed to prospective investors of the Notes will contain, amongst other things, details of the proposed Note Issue, the terms and conditions of the Notes and risk factors relating to the Group and an investment in the Notes.
Proposed Use of Proceeds
The Company intends to use the net proceeds of the proposed Note Issue for general corporate purposes including working capital, and to fund any acquisition activities that may arise.
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Listing
The Company intends to make an application to the Stock Exchange for the listing of, and permission to deal in, the Notes. The Stock Exchange has confirmed that the Company and its debt securities are eligible for listing on the Stock Exchange. The Stock Exchange assumes no responsibility for the correctness of any of the statements made, opinions expressed or reports contained herein. Admission of the Notes to the Stock Exchange and quotation of any Notes on the Stock Exchange is not to be taken as an indication of the merits of the Company or the Notes.
General
No binding agreement in relation to the proposed Note Issue has been entered into as at the date of this announcement. The proposed Note Issue may or may not materialise subject to, among other things, market conditions and investors’ interest. Investors and shareholders of the Company are reminded to exercise caution when dealing in the securities of the Company.
Further announcement(s) in respect of the proposed Note Issue will be made by the Company as and when appropriate.
DEFINITIONS
In this announcement, unless the context requires otherwise, the following expressions have the following meanings:
| the following meanings: | |
|---|---|
| “Board” | The board of directors of the Company |
| “BOC International” | BOCI Asia Limited, one of the joint lead managers and joint |
| bookrunners in respect of the Note Issue | |
| “BNP Paribas” | BNP Paribas, one of the joint lead managers and joint |
| bookrunners in respect of the Note Issue | |
| “Company” | Lenovo Group Limited, a company incorporated on 5 October |
| 1993 with limited liability under the laws of Hong Kong, the | |
| ordinary shares of which are listed on the main board of the | |
| Stock Exchange | |
| “Credit Suisse” | Credit Suisse Securities (Europe) Limited, one of the joint |
| global coordinators, joint lead managers and joint bookrunners | |
| in respect of the Note Issue | |
| “Goldman Sachs” | Goldman Sachs (Asia) L.L.C., one of the joint global |
| coordinators, joint lead managers and joint bookrunners in | |
| respect of the Note Issue | |
| “Group” | the Company and its subsidiaries |
| “Hong Kong” | the Hong Kong Special Administrative Region of the PRC |
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“ HSBC ” The Hongkong and Shanghai Banking Corporation Limited, one of the joint lead managers and joint bookrunners in respect of the Note Issue “ Listing Rules ” The Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited “ Mitsubishi UFJ Mitsubishi UFJ Securities International plc, one of the joint lead Securities ” managers and joint bookrunners in respect of the Note Issue “ Mizuho Securities ” Mizuho Securities Asia Limited, one of the joint lead managers and joint bookrunners in respect of the Note Issue “ Note Issue ” the issuance of the Notes by the Company “ Notes ” the USD denominated notes proposed to be issued by the Company, as described in this announcement “ PRC ” the People’s Republic of China, excluding Hong Kong, the Macau Special Administrative Region of the People’s Republic of China and Taiwan for the purpose of this announcement “ The Royal Bank of The Royal Bank of Scotland plc, one of the joint lead managers Scotland ” and joint bookrunners in respect of the Note Issue “ Standard Chartered ” Standard Chartered Bank, one of the joint lead managers and joint bookrunners in respect of the Note Issue “ Stock Exchange ” The Stock Exchange of Hong Kong Limited “ United States ” or “ U.S. ” the United States of America “ USD ” United States dollars, the lawful currency of the United States
By Order of the Board Yang Yuanqing Chairman and Chief Executive Officer
May 31, 2013
As at the date of this announcement, the executive director is Mr. Yang Yuanqing; the non-executive directors are Mr. Zhu Linan, Ms. Ma Xuezheng, Dr. Wu Yibing and Mr. Zhao John Huan; and the independent non-executive directors are Mr. Ting Lee Sen, Dr. Tian Suning, Mr. Nicholas C. Allen, Mr. Nobuyuki Idei, Mr. William O. Grabe and Mr. William Tudor Brown.
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