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ZO Future Group — Capital/Financing Update 2014
Jan 3, 2014
50510_rns_2014-01-03_9b11fd5a-174a-4c18-bbde-4e9bdca8a381.pdf
Capital/Financing Update
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For Main Board and GEM listed issuers
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Monthly Return of Equity Issuer on Movements in Securities
For the month ended (dd/mm/yyyy) : 31/12/2013
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer Birmingham International Holdings Limited Date Submitted 3 January 2014
I. Movements in Authorised Share Capital
- Ordinary Shares
| 1. Ordinary Shares | 1. Ordinary Shares | 1. Ordinary Shares | 1. Ordinary Shares | 1. Ordinary Shares |
|---|---|---|---|---|
| (1) Stock code : 02309 Description : No. of ordinary shares Balance at close of preceding month 10,000,000,000 Increase/(decrease) Nil Balance at close of the month 10,000,000,000 |
Birmingham Intl Par value (HK$) Authorised share capital (HK$) 0.01 100,000,000.00 Nil 0.01 100,000,000.00 |
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| Par value (HK$) 0.01 0.01 |
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| Nil | ||||
| 10,000,000,000 | ||||
| (2) Stock code : N/A Description : No. of ordinary shares Balance at close of preceding month Increase/(decrease) Balance at close of the month |
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| Par value (State currency) |
For Main Board and GEM listed issuers
2. Preference Shares
| 2.PreferenceShares | 2.PreferenceShares | 2.PreferenceShares | 2.PreferenceShares | 2.PreferenceShares | 2.PreferenceShares |
|---|---|---|---|---|---|
| Stock code : N/A Description : No. of preference shares Balance at close of preceding month Increase/(decrease) Balance at close of the month |
N/A Par value (State currency) Authorised share capital (State currency) |
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| Par value (State currency) |
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| 3. OtherClasses ofShares | |||||
| Stock code : N/A Description : No. of other classes of shares Balance at close of preceding month Increase/(decrease) Balance at close of the month |
N/A Par value (State currency) Authorised share capital (State currency) |
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| Par value (State currency) |
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| Total authorised share capital at the end of the month (HK$): | 100,000,000.00 |
For Main Board and GEM listed issuers
II. Movements in Issued Share Capital
| Balance at close of preceding month Increase/ (decrease) during the month Balance at close of the month |
No. of ordinary shares (1) (2) |
No. of ordinary shares (1) (2) |
No of preference shares No. of other classes of shares |
No of preference shares No. of other classes of shares |
|---|---|---|---|---|
| 3,887,753,400 Nil 3,887,753,400 |
N/A N/A N/A |
N/A N/A N/A |
N/A N/A N/A |
III. Details of Movements in Issued Share Capital
| III. Details of Movements in Issued Share Capital | III. Details of Movements in Issued Share Capital | III. Details of Movements in Issued Share Capital | III. Details of Movements in Issued Share Capital | III. Details of Movements in Issued Share Capital | III. Details of Movements in Issued Share Capital | |||
|---|---|---|---|---|---|---|---|---|
| Share Options (under Share Option Schemes of the Issuer) | ||||||||
Particulars of share option scheme including EGM approval date (dd/mm/yyyy) and class of shares issuable |
Movement duringthe month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
||||||
| Granted | Exercised | Cancelled | Lapsed | |||||
| 1. (/ /) shares N/A N/A N/A N/A (Note 1) 2. (/ /) shares (Note 1) 3. (/ /) shares (Note 1) Total A. (Ordinary shares) (Preference shares) (Other class) Total funds raised during the month from exercise of options(State currency) N/A |
1. | N/A | N/A N/A N/A N/A |
N/A | ||||
| (/ /) | ||||||||
| shares | ||||||||
| (Note 1) 2. |
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| (/ /) | ||||||||
| shares | ||||||||
| (Note 1) 3. |
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| (/ /) | ||||||||
| shares | ||||||||
For Main Board and GEM listed issuers
Warrants to Issue Shares of the Issuer which are to be Listed
| Description of warrants (Date of expiry- dd/mm/yyyy) |
Description of warrants (Date of expiry- dd/mm/yyyy) |
Description of warrants (Date of expiry- dd/mm/yyyy) |
Currency of nominal value Nominal value at close of precedingmonth Exercised during the month |
Currency of nominal value Nominal value at close of precedingmonth Exercised during the month |
Nominal value at close of the month |
Nominal value at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|---|---|---|---|---|
| 1. | N/A | N/A | N/A N/A N/A N/A |
N/A | ||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 2. |
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| (/ / | ) | |||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. |
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| (/ / | ) | |||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. |
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| (/ / | ) | |||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
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| (/ / | ) | |||||||
For Main Board and GEM listed issuers Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)
| Class and description | Class and description | Currency of amount outstanding |
Amount at close of preceding month |
Converted during the month |
Amount at close of the month |
Amount at close of the month |
No. of new shares of issuer issued during the month pursuant thereto |
No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|
|---|---|---|---|---|---|---|---|---|---|---|
| 1. | N/A | N/A | N/A | N/A | N/A N/A |
N/A | ||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy)) 2. |
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| (/ /) | ||||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. |
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| (/ /) | ||||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. |
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| (/ /) | ||||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
||||||||||
| (/ /) | ||||||||||
| N/A | ||||||||||
| N/A | ||||||||||
For Main Board and GEM listed issuers Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)
(other than under Share Option Schemes) |
(other than under Share Option Schemes) |
, | , |
|---|---|---|---|
| Full particulars including EGM approval date (dd/mm/yyyy), ifapplicable, and class ofsharesissuable: |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
||
| 1. 2. 3. 4. |
Proposed issue of 1,260,000,000 PlacingShares at the | Nil Nil Nil Nil Nil N/A N/A |
Nil |
| PlacingPrice of HK$0.05per PlacingSharepursuant to | |||
| PlacingAgreement dated 12 November 2013. | |||
| For details, please refer to the announcement dated 12 November | |||
| 2013 | |||
| EGMapprovaldate : to be confirm | |||
| Ordinary shares_(Note 1)_ | |||
| Proposed issue of the First Convertible Bond to theprincipal | Nil | ||
| amount of HK$50,000,000.00 with a Conversion Price of | |||
| HK$0.03per First Conversion Share(a total of 1,666,666,666 | |||
| First Conversion Shares,subject to adjustmentprovisions,to be | |||
| issued upon conversion) pursuant to First CB Subscription | |||
| Agreement dated 12 November 2013 and amendedpursuant to the | |||
| First Deed of Variation dated 19November 2013. | |||
| Fordetails, pleasereferto the announcements dated12November | |||
| 2013 and 19 November 2013. | |||
| EGMapprovaldate : to be confirm | |||
| Ordinary shares_(Note 1)_ | |||
| Proposed issue of the Second Convertible Bond to theprincipal | Nil | ||
| amount of HK$125,000,000.00(after adjustment)with a | |||
| Conversion Price of HK$0.03per Second Conversion Share | |||
| (a total of 4,166,666,666 Second Conversion Shares subject to | |||
| adjustmentprovisions,to be issued upon conversion) pursuant to | |||
| Second CB Subscription Agreement dated 12 November 2013 | |||
| and amendedpursuant to the Second Deed of Variation dated 19 | |||
| November 2013. | |||
| Fordetails, pleasereferto the announcements dated12November | |||
| 2013, 19 November 2013 and 20 December 2013. | |||
| EGM approval date : to be confirm | |||
| Ordinary shares (Note 1) | |||
| Proposedissue oftheDebt ConvertibleBond to the principal | Nil | ||
| amount of approximately HK$193,500,000.00 with a Conversion | |||
| Price of HK$0.03 per Debt Conversion Share (a maximum of | |||
| 6,450,000,000new Shares subject to adjustment provisions, to be | |||
| issued upon conversion) pursuant to the Debt Capitalisation | |||
| Agreement and the Subscription Agreement to be enteredinto. | |||
| For details, please refer to the announcements dated 12 November | |||
| 2013 and 20 December 2013. | |||
| EGMapprovaldate : to be confirm | |||
| Total D. (Ordinary shares) (Preference shares) (Other class) |
For Main Board and GEM listed issuers
Other Movements in Issued Share Capital
| Other Movements in Issued Share Capital | |||
|---|---|---|---|
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto |
No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|
| 1. Rights issue At price : State currency |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A |
| 2. Open offer At price : State currency |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A |
| 3. Placing At price : State currency |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A |
| 4. Bonus issue | Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A |
For Main Board and GEM listed issuers
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto |
No. of new shares of issuer issued during the month pursuant thereto |
No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|
| 5. Scrip dividend At price : State currency |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A |
| 6. Repurchase of shares |
Class of shares repurchased_(Note 1) Cancellation date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 7. Redemption of shares |
Class of shares redeemed_(Note 1) Redemption date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 8. Consideration issue At price : State currency |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A |
| For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | ||
|---|---|---|---|---|---|---|
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto |
No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
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| 9. Capital reorganisation |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A | |||
| 10. Other (Please specify) |
At price : State currency |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A | ||
| Total E. (Ordinary shares) (Preference shares) (Other class) |
N/A N/A N/A |
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| Total increase /~~(decrease)~~ in ordinary shares during the month (i.e. Total of A to E): (1) Nil (2) N/A Total increase / (decrease) in preference shares during the month (i.e. Total of A to E): N/A Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E): N/A (Thesefigures should be the same as the relevantfigures under II above(“Movements in Issued Share Capital”).) |
Nil | |||||
| N/A | ||||||
| N/A | ||||||
| N/A |
For Main Board and GEM listed issuers
Remarks (if any): N/A
Submitted by: Tricor Tengis Limited Title: Branch Share Registrar (Director, Secretary or other duly authorised officer)
Notes :
1. State the class of shares (e.g. ordinary, preference or other).
2. If there is insufficient space, please append the prescribed continuation sheet.