Gelonghui March 6 丨 Junhao Group (00115.HK) announced that the board of directors proposed a share merger to shareholders to combine “20 in 1” shares. The share merger is expected to take effect on April 26, 2024.
After the share merger comes into effect and subject to this, it is proposed to change the trading unit of each lot traded on the Stock Exchange from 10,000 existing shares to 2,000 consolidated shares.
On March 6, 2024, the company entered into a subscription agreement with the subscriber, Ms. Tsang Chi-nok. According to this, the company conditionally agreed to issue no less than HK$101 million and no more than HK$102 million in new convertible bonds.
The initial conversion price is HK$2.6 per consolidated share. Assuming that when converted according to the preliminary conversion price, a maximum of 39.2 million consolidated shares will be issued, accounting for about 320.0% of the total number of issued shares and about 76.2% of the total number of issued shares currently expanded through issuance of converted shares.
As of the date of this announcement, the subscriber and its controlled corporation (i.e. Rhenfield) jointly held a total of 70.84 million existing shares, accounting for approximately 28.9% of the total number of shares currently issued. Furthermore, after part of the offer becomes unconditional, the subscriber and its controlled corporation may hold up to a total of 182 million existing shares, accounting for about 74.2% of the total number of currently issued shares.
The subscription price of the new convertible bonds will be settled on an equal basis by offsetting the outstanding principal amount of the existing convertible bond along with all accrued and unpaid interest (including accrued interest under the suspension of repayment agreement (if made)), and the relevant interest must be paid by the company to the existing convertible bond subscribers on the completion date. Therefore, settling the principal amount of an existing convertible bond will not generate any immediate cash outflow.