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华富建业金融(00952)附属拟1.2亿港元收购富中经扩大15.72%股权

Huafu Construction Finance (00952) subsidiary plans to acquire HK$120 million to expand 15.72% of Fuzhong Jingjing's shares

Zhitong Finance ·  Dec 18, 2023 18:43

Huafu Construction Finance (00952) issued an announcement. On December 18, 2023, Chen Shaoyang (as a seller) and...

According to the Zhitong Finance App, Huafu Construction Finance (00952) issued an announcement. On December 18, 2023, Chen Shaoyang (as the seller) and Well Foundation (a direct wholly owned subsidiary of the company) (as the buyer) signed an acquisition transaction agreement. Well Foundation conditionally agreed to buy Fuzhong sales shares (equivalent to the expansion of Fuzhong's total issued share capital by 15.72% after completion of the acquisition transaction agreement) at a cost of HK$120 million.

Following the completion of the purchase and sale agreement for the acquisition, and assuming that there are no other changes in the issued share capital of Fuzhong, Well Foundation will hold 15.72% of the total issued share capital of Fuzhong through the expansion.

After the trading session on December 18, 2023, Huafu Construction Finance (as seller and transferor), a direct wholly-owned subsidiary of the company, entered into a loan transfer transaction agreement with Fuzhong (as buyer and transferee). Huafu Construction Finance conditionally agreed to sell and transfer, while Fuzhuang conditionally agreed to buy and undertake Wanhai Loan at a cost equivalent to the face value of Wanhai Loan on the date of the loan transfer transaction agreement. It will be settled through the distribution and issuance of valuable shares to Huafu Construction Finance.

As of the date of this announcement, the total outstanding amount of Wanhai Loans was HK$585.771 million (including the outstanding principal amount of HK$50 million and accrued interest of HK$8,5771 million up to and including the date of the loan transfer transaction agreement).

Following the completion of the loan transfer transaction agreement and the acquisition transaction agreement, and assuming that there are no other changes in the issued share capital of Fuzhong, Well Foundation and Huafu Construction Finance will hold about 14.60% and 7.12% of the issued share capital of Fuzhong Economic Expansion respectively.

Furthermore, after the trading session on December 18, 2023, Huafu Construction Finance (the company's direct wholly-owned subsidiary), Guoyi Holdings and Fuzhong entered into a sale agreement, Huafu Construction Finance and National Holdings (as the seller) conditionally agreed to sell and Fuzhong (as the buyer) conditionally agreed to buy Wanhai's sales shares, equivalent to the entire issued share capital of Wanhai Finance, at a cost of HK$471 million. It will be settled by allocating and issuing valuable shares to Huafu Construction Finance and National Holdings.

After the sale transaction agreement is completed, and it is assumed that the purchase transaction agreement and the loan transfer transaction agreement are completed; there are no adjustments to the cost shares allotted and issued in accordance with the sale transaction agreement and the loan transfer transaction agreement; and there are no other changes in the total issued share capital of Fuzhong, Huafu Construction Finance, Well Foundation, Guoyi Holdings, and Mr. Chen will each hold about 11.78%, 9.28%, 29.19% and 49.75% of the issued share capital of Fuzhong respectively, through the allocation and issuance of a joint transaction agreement in accordance with the loan transfer agreement and the sale agreement 6941 expanded consideration shares.

Disclaimer: This content is for informational and educational purposes only and does not constitute a recommendation or endorsement of any specific investment or investment strategy. Read more
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