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CIFI Holdings (Group) Co. Ltd.
旭 輝 控 股（ 集 團 ）有 限 公 司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 00884)
SUPPLEMENTAL FACILITY LETTER
WITH SPECIFIC PERFORMANCE COVENANTS
This announcement is made by the Company pursuant to Rule 13.18 of the Listing Rules.
SUPPLEMENTAL FACILITY LETTER
On 16 August 2018, the Company as borrower, accepted the Facility Letter relating to a one- year revolving loan facility of up to HK$400 million offered by Bank of Shanghai (Hong Kong) Limited as lender (the "Lender"). On 20 December 2019, the Company as borrower, and certain offshore subsidiaries of the Company as subsidiary guarantors, accepted the Supplemental Facility Letter relating to renewal of the one-year revolving loan facility of up to HK$400 million offered by Bank of Shanghai (Hong Kong) Limited as lender which shall be available for drawdown during the period commencing from the date of the Supplemental Facility Letter and ending on 30 June 2020 (both days inclusive). Save as disclosed in this announcement and the charge of an upfront fee upon any renewal of such revolving loan facility as supplemented by the Supplemental Facility Letter, all other terms and conditions in the Facility Letter shall remain unchanged and shall continue to have full force and effect.
DISCLOSURE UNDER RULE 13.18 OF THE LISTING RULES
Pursuant to the Supplemental Facility Letter, the Company continues to undertake to the Lender that (i) the Controlling Shareholders will collectively maintain (directly or indirectly) at least 40% of the entire issued share capital of the Company; and (ii) any of Mr. LIN Zhong, Mr. LIN Wei or Mr. LIN Feng shall remain as the chairman of the Board. A breach of such undertakings under the Supplemental Facility Letter by the Company will constitute an event of default.
As at the date of this announcement, the Controlling Shareholders are collectively beneficially interested in approximately 55.89% of the total issued share capital of the Company.
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DEFINITIONS
In this announcement, the following expressions shall have the meanings set out below unless the context requires otherwise:
"Board" | the board of Directors |
"Company" | CIFI Holdings (Group) Co. Ltd. (旭輝控股（集團）有限公司), |
a company incorporated in the Cayman Islands with limited | |
liability, and the shares of which are listed on the Main | |
Board of the Stock Exchange | |
"Controlling Shareholders" | Mr. LIN Zhong, Mr. LIN Wei, Mr. LIN Feng (including their |
respective family members, the family trusts and any persons | |
beneficially owned by them) | |
"Directors" | the directors of the Company |
"Facility Letter" | the facility letter relating to a one-year revolving loan facility |
of up to HK$400 million offered by Bank of Shanghai (Hong | |
Kong) Limited as lender and accepted by the Company as | |
borrower on 16 August 2018 | |
"HK$" | Hong Kong dollar, the lawful currency of Hong Kong |
"Hong Kong" | the Hong Kong Special Administrative Region of the |
People's Republic of China | |
"Listing Rules" | the Rules Governing the Listing of Securities on the Stock |
Exchange | |
"Stock Exchange" | The Stock Exchange of Hong Kong Limited |
"Supplemental Facility Letter" the supplemental facility letter dated 10 December 2019 relating to a one-year revolving loan facility of up to HK$400 million offered by Bank of Shanghai (Hong Kong) Limited as lender and accepted by the Company as borrower and certain offshore subsidiaries of the Company as
subsidiary guarantors on 20 December 2019 | |
"%" | per cent. |
By order of the Board | |
CIFI Holdings (Group) Co. Ltd. | |
LIN Zhong | |
Chairman | |
Hong Kong, 20 December 2019 |
As at the date of this announcement, the Board comprises Mr. LIN Zhong, Mr. LIN Wei, Mr. LIN Feng, Mr. CHEN Dongbiao and Mr. YANG Xin as executive Directors; Mr. WANG Wei as non-executive Director; and Mr. GU Yunchang, Mr. ZHANG Yongyue and Mr. TAN Wee Seng as independent non-executive Directors.
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