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ZO Future Group — Capital/Financing Update 2011
Mar 22, 2011
50510_rns_2011-03-22_a0f21516-a787-478c-a074-7386ca638983.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.
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BIRMINGHAM INTERNATIONAL HOLDINGS LIMITED 伯明翰環球控股有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 2309)
COMPLETION OF FULLY UNDERWRITTEN PLACING
The Board is pleased to announce that the Fully Underwritten Placing was completed on 22 March 2011 in accordance with the terms and conditions of the Fully Underwritten Placing Agreement. An aggregate of 450,000,000 Fully Underwritten Placing Shares, representing approximately 12.37% of the issued share capital of the Company as enlarged by the Fully Underwritten Placing as at the date of this announcement, have been placed to not fewer than six placees at HK$0.20 per Placing Share.
Reference is made to the announcement of Birmingham International Holdings Limited (the “ Company ”) dated 22 October 2010 and the Company’s circular dated 8 November 2010 (the “ Circular ”) in relation to placing of new shares under specific mandates. Terms used in this announcement shall have the same meanings as those defined in the Circular unless otherwise stated therein.
COMPLETION OF THE FULLY UNDERWRITTEN PLACING
The Board is pleased to announce that the Fully Underwritten Placing was completed on 22 March, 2011 in accordance with the terms and conditions of the Fully Underwritten Placing Agreement. An aggregate of 450,000,000 Fully Underwritten Placing Shares, representing approximately 12.37% of the issued share capital of the Company as enlarged by the Fully Underwritten Placing as at the date of this announcement, have been placed to not fewer than six places, who and whose ultimate beneficial owners are not connected persons of the Company and its connected persons, at HK$0.20 per Placing Share.
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The net proceeds from the Fully Underwritten Placing (after deducting the placing commission, professional fees and other expenses incidental to the Fully Underwritten Placing) is approximately HK$87 million.
SHAREHOLDING STRUCTURE OF THE COMPANY
Set out below is the shareholding structure of the Company immediately before and after completion of the Fully Underwritten Placing:
| Immediately before | completion of | completion of | Immediately after | completion of | |
|---|---|---|---|---|---|
| the Fully Underwritten Placing | the Fully Underwritten Placing | ||||
| Shareholders | Number of Shares | Approximate % | Number of Shares | Approximate % | |
| Great Luck | |||||
| Management | |||||
| Limited_(Note 1)_ | 405,469,066 | 12.72 | 405,469,066 | 11.15 | |
| Mr. Yeung | 185,452,800 | 5.82 | 185,452,800 | 5.10 | |
| Premier Rise | |||||
| Investment | |||||
| Limited_(Note 2)_ | 163,800,000 | 5.14 | 163,800,000 | 4.50 | |
| Mr. Liu Xingcheng | 453,237,000 | 14.22 | 453,237,000 | 12.46 | |
| Placees of the Fully | |||||
| Underwritten | |||||
| Placing Shares | — | — | 450,000,000 | 12.37 | |
| Other public | |||||
| Shareholders | 1,979,794,534 | 62.10 | 1,979,794,534 | 54.42 | |
| Total: | 3,187,753,400 | 100.00 | 3,637,753,400 | 100.00 |
Notes:
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Great Luck Management Limited is a company incorporated in the BVI and wholly-owned by Mr. Yeung, an executive Director.
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Premier Rise Investments Limited is a company incorporated in the BVI and wholly-owned by Mr. Hui Ho Luek, Vico, an executive Director.
By Order of the Board
Birmingham International Holdings Limited
Hui Ho Luek, Vico
Executive Director and Chief Executive Officer
Hong Kong, 22 March 2011
As at the date of this announcement, the executive directors of the Company are Mr. Yeung Ka Sing, Carson, Mr. Hui Ho Luek, Vico, Mr. Steven McManaman, Mr. Lee Yiu Tung, Mr. Chan Shun Wah, Mr. Ip Wing Lun and Ms. Wong Po Ling, Pauline, the non-executive director is Mr. Chan Wai Keung and the independent non-executive directors are Mr. Chang Kin Man, Mr. Yau Yan Ming, Raymond and Mr. Zhou Han Ping.
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