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Yunkang Group Limited — Capital/Financing Update 2017
Mar 10, 2017
50524_rns_2017-03-10_f269a1b2-95c4-4ea7-9f48-9c74403ce12c.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 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: 0992)
VOLUNTARY ANNOUNCEMENT
DRAWDOWN UNDER THE MEDIUM TERM NOTE PROGRAMME
This is a voluntary announcement made by the Company.
DRAWDOWN UNDER THE PROGRAMME
Reference is made to the Company’s announcement dated November 30, 2016 in relation to establishment of the Programme by the Company.
The Board is pleased to announce that on March 9, 2017, the Company and the Joint Lead Managers entered into the Subscription Agreement to carry out a drawdown under the Programme to offer and issue the Drawdown Notes in an aggregate nominal amount of US$500,000,000, which are exempt from, and not subject to, the registration requirements under the U.S. Securities Act. The Drawdown Notes are denominated in US$.
PRINCIPAL TERMS OF THE DRAWDOWN NOTES
Issuer : The Company Stabilizing Manager : Citigroup Global Markets Limited
Joint Lead : Australia and New Zealand Banking Group Limited Managers Bank of Communications Co., Ltd. Hong Kong Branch Barclays Bank PLC BNP Paribas China Construction Bank (Asia) Corporation Limited Citigroup Global Markets Limited Crédit Agricole Corporate and Investment Bank DBS Bank Ltd. Merrill Lynch International Mizuho Securities Asia Limited Morgan Stanley & Co. International plc MUFG Securities EMEA plc Société Générale Standard Chartered Bank Issue Currency : US$ Issue Size : US$500,000,000 Issue Price : 99.806 % of the aggregate nominal amount Coupon : 3.875% per annum Maturity Date : March 16, 2022 Pricing Date : March 9, 2017 Issue Date : March 16, 2017
PROPOSED USE OF PROCEEDS
The Company intends to use the net proceeds from the Drawdown Notes to repay some or all of the amounts outstanding under the promissory note issued to Google Inc. in relation to the Company’s acquisition of Motorola Mobility Holdings LLC, and for the Company’s working capital and general corporate purposes.
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LISTING
An application has been made by the Company to the Stock Exchange for the listing of and permission to deal in the Drawdown Notes by way of debt issues to professional investors (as defined under the SFO) only and such permission is expected to become effective on or about March 17, 2017.
DEFINITIONS
In this announcement, unless the context requires otherwise, the following expressions have the following meanings:
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“ Board ” the board of Directors “ Company ” Lenovo Group Limited, a company incorporated on October 5, 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
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“ Director(s) ” director(s) of the Company “Drawdown Notes” US$500,000,000 3.875 per cent. notes due 2022 offered and issued by the Company pursuant to a drawdown under the Programme
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“ Hong Kong ” the Hong Kong Special Administrative Region of the PRC
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“ Joint Lead Managers ” Australia and New Zealand Banking Group Limited, Bank of Communications Co., Ltd. Hong Kong Branch, Barclays Bank PLC, BNP Paribas, China Construction Bank (Asia) Corporation Limited, Citigroup Global Markets Limited, Crédit Agricole Corporate and Investment Bank, DBS Bank Ltd., Merrill Lynch International, Mizuho Securities Asia Limited, Morgan Stanley & Co. International plc, MUFG Securities EMEA plc, Société Générale and Standard Chartered Bank
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“ 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
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“ Programme ” US$3,000,000,000 medium term note programme established by the Company on November 30, 2016
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“ SFO ”
- Securities and Futures Ordinance (Chapter 571 of the laws of Hong Kong), as amended from time to time
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“ Shareholders ”
the shareholders of the Company
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“ Stabilizing Manager ” Citigroup Global Markets Limited “ Stock Exchange ” The Stock Exchange of Hong Kong Limited “ U.S. ” or “ United States ” the United States of America, its territories and possessions and all areas subject to its jurisdiction “ U.S. Securities Act ” the United States Securities Act of 1933, as amended from time to time “ US$ ” United States dollars, the lawful currency of the United States
By Order of the Board of LENOVO GROUP LIMITED Yang Yuanqing Chairman and Chief Executive Officer
March 10, 2017
As at the date of this announcement, the executive director is Mr. Yang Yuanqing; the non-executive directors are Mr. Zhu Linan and Mr. Zhao John Huan; and the independent non-executive directors are Dr. Tian Suning, Mr. Nicholas C. Allen, Mr. Nobuyuki Idei, Mr. William O. Grabe, Mr. William Tudor Brown, Ms. Ma Xuezheng, Mr. Yang Chih-Yuan Jerry and Mr. Gordon Robert Halyburton Orr.
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