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.
(Incorporated in the Cayman Islands with limited liability)
The board (the "Board") of directors (the "Directors") of China NT Pharma Group Company Limited (the "Company") has noted the decrease in the price and the increase in the trading volume of the shares of the Company today. Having made such enquiry with respect to the Company as is reasonable in the circumstances, the Directors confirm that the Company is under normal operation and no substantial shareholders have recently reduced their shareholdings, and the Directors are not aware of any reasons for these price and volume movements or of any information which must be announced to avoid a false market in the Company's securities or of any inside information that needs to be disclosed under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).
The Board of the Company further announces that it has an intention to exercise its powers under the general mandate to repurchase (the "Repurchase Mandate") shares of the Company (the "Shares") granted by the shareholders of the Company (the "Shareholders") at the annual general meeting (the "AGM") of the Company held on 19 May 2016 and to repurchase up to 155,799,780 Shares, being 10% of the aggregate nominal amount of the issued share capital of the Company as at the date of the AGM, on The Stock Exchange of Hong Kong Limited (the "Proposed Share Repurchase").
The Board believes that the Shares have been trading at a level which significantly undervalues the Company's performance and underlying value. Since the Board is committed to actively managing the Company's capital, the Board believes that the Proposed Share Repurchase would create capital management benefits to the Shareholders. The Board also believes that the Company's strong financial position will enable it to conduct the Proposed Share Repurchase while maintaining sufficient financial resources for the continued growth of the Company's operations.
The Company will conduct the Proposed Share Repurchase in compliance with the memorandum and articles of association of the Company, the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, the Codes on Takeovers and Mergers and Share Buy-backs, the Companies Law of the Cayman Islands and all applicable laws and regulations to which the Company is subject.
Shareholders and potential investors should note that the exercise of the Repurchase Mandate by the Company will be subject to market conditions and will be at the absolute discretion of the Board. There is no assurance of the timing, quantity or price of any repurchases. Shareholders and potential investors should exercise caution when dealing in the Shares.By order of the Board
China NT Pharma Group Company Limited Ng TitChairman
Hong Kong, the PRC, 14 December 2016
As at the date of this announcement, the executive Directors of the Company are Mr. Ng Tit, Ms. Chin Yu and Mr. Wu Weizhong; the non-executive Directors of the Company are Dr. Qian Wei and Mr. Ge Jianqiu; and the independent non-executive Directors of the Company are Mr. Yue Nien Martin Tang, Mr. Patrick Sun and Dr. Lap-Chee Tsui.