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.
This announcement does not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States or any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of any such jurisdiction. No securities may be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Any public offering of securities to be made in the United States will be made by means of a prospectus. Such prospectus will contain detailed information about the company making the offer, its management, as well as financial statements. The Company does not intend to register any part of the offering in the United States or to conduct a public offering of securities in the United States.
This announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities.
GREENTOWN CHINA HOLDINGS LIMITED
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 03900)
SPIN-OFF AND SEPARATE LISTING OF
GREENTOWN MANAGEMENT
ON
THE MAIN BOARD OF THE STOCK EXCHANGE
FULL EXERCISE OF OVER-ALLOTMENT OPTION
Reference is made to the announcements of the Company dated 28 February 2020, 5 June 2020, 16 June 2020, 19 June 2020, 29 June 2020, 9 July 2020 and 10 July 2020 in relation to the Proposed Spin-off (the "Announcements"). Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings given to them in the Announcements.
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The Company announces that, the Over-allotment Option has been fully exercised by Credit Suisse (Hong Kong) Limited and Deutsche Bank AG, Hong Kong Branch on behalf of the International Underwriters on 30 July 2020, in respect of an aggregate of 47,756,000 Greentown Management Shares (the "Over-allotmentShares"), representing 10% of the total number of the Greentown Management Shares initially available under the Global Offering before any exercise of the Over-allotment Option, to facilitate the return to the Company of the borrowed Greentown Management Shares under the stock borrowing agreement which were used to cover over-allocations in the International Offering.
The Over-allotment Shares will be allotted and issued by Greentown Management at HK$2.50 per Greentown Management Share (exclusive of brokerage fee of 1.0%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005%), being the Final Offer Price per Greentown Management Share under the Global Offering. The net proceeds (after deducting the underwriting fees and commissions and estimated expenses payable by Greentown Management in connection with the exercise of the Over-allotment Option) from the issue of the Over-allotment Shares amount to approximately HK$115.8 million and will be received by Greentown Management. The Company will not receive any of such proceeds.
Immediately after the completion of the allotment and issue of the Over-allotment Shares, the Company's shareholding in Greentown Management is approximately 73.17%.
By order of the Board
Greentown China Holdings Limited
ZHANG Yadong
Chairman
Hangzhou, the PRC
30 July 2020
As at the date of this announcement, the Board comprises Mr ZHANG Yadong, Mr LIU Wensheng, Mr GUO Jiafeng, Mr ZHOU Lianying, Mr GENG Zhongqiang and Mr LI Jun as executive Directors, Mr Stephen Tin Hoi NG (Mr Andrew On Kiu CHOW as his alternate) and Mr WU Yiwen as non-executive Directors and Mr JIA Shenghua, Mr HUI Wan Fai, Mr QIU Dong and Mr ZHU Yuchen as independent non-executive Directors.
- For identification purpose only
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