Gelonghui, Feb. 22丨Huiying Holdings (00821.HK) announced that on February 22, 2024, the company entered into a share placement agreement with the placement agent. According to this, the company plans to place up to 244 million shares at HK$0.12 per share (a premium of about 1.69% over the closing price of HK$0.118 per share reported on the Stock Exchange on the date of the share placement agreement), accounting for (i) approximately 9.87% of the total number of shares issued on the date of the transaction agreement; (ii) through allotment and issuance of allotment shares 8.99%; and (iii) distributed; and The total number of issued shares was increased by approximately 6.66% by issuing placement shares, trade-in convertible bonds for shares, and placement shares.
The maximum net proceeds from the share placement will be approximately HK$28.3 million, which will be used for general working capital (including but not limited to leasing expenses, remuneration expenses and other office expenses).
On the same day, the company and the buyer (an indirect wholly-owned subsidiary of the company) entered into a sales agreement with the seller. According to this, the seller conditionally agreed to sell to the buyer, and the buyer conditionally agreed to issue price convertible bonds to the seller through the company to buy and sell the rights to the seller at a cost of HK$30 million. The sale of equity accounts for 24% of the total shares in the target company.
The initial price of convertible bonds for shares is HK$0.12 per share of convertible bonds for shares. After exercising the convertible bonds in exchange for shares, the company will allocate and issue up to 250 million new shares, accounting for approximately 10.11% of the total number of shares currently issued on the date of the transaction agreement.
On the same day, the company entered into a convertible bond placement agreement with the placement agent. Based on this, the company proposed offering up to HK$84 million in convertible bonds. Assuming that the placement rights are fully exercised, the company will allocate and issue up to 700 million shares, accounting for (i) about 28.30% of the total number of existing shares issued on the date of the convertible bond placement agreement; (ii) expanding the total number of issued shares by about 22.06% through allotment and issuance of placement shares; and (iii) expanding the total number of issued shares through allotment and issuance of placed shares, convertible bonds for shares and placement of shares, and about 19.09% of the total number of shares issued.
The maximum net proceeds from the placement of convertible bonds will be approximately HK$81.4 million, which will be used for (i) approximately HK$11,400,000 for general working capital (including but not limited to rental expenses, remuneration expenses and other office expenses); (ii) approximately HK$30,000,000 for brokerage operations; (iii) repayment of liabilities of approximately HK$10,000,000; and (iv) potential future investments (if available) of approximately HK$30,000,000.