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 is for information purposes only and does not constitute an invitation or offer to sell, acquire, purchase or subscribe for the securities referred to herein. This announcement is not, and is not intended to be, an offer of securities of the Company for sale, or the solicitation of an offer to buy securities of the Company, in Hong Kong, the PRC or the United States or any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction, and neither this announcement nor anything herein forms the basis for any contract or commitment whatsoever. The securities referred to herein have not been and will not be registered under the U.S. Securities Act, or any state securities laws of the United States, and may not be offered or sold within the United States, except pursuant to an exemption under, or in a transaction not subject to, the U.S. Securities Act. This announcement and the information contained herein are not for distribution, directly or indirectly, in or into the United States or to or for the benefit of U.S. persons. No public offer of the securities referred to herein is being or will be made in the United States.
瑞安建業有限公司*
SOCAM Development Limited
(Incorporated in Bermuda with limited liability)
(Stock Code: 983 and Debt Stock Code: 4518)
RESULTS OF TENDER OFFER FOR PURCHASE OF
6.25% SENIOR NOTES DUE 2020
UPDATE ON PROPOSED ISSUE OF US$ DENOMINATED SENIOR NOTES
References are made to the announcements of SOCAM Development Limited (the "Company") both dated 11 September 2019 relating to the New Notes Issue and the Tender Offer (the "Tender Offer Announcement"), respectively. Capitalised terms used in this announcement shall have the meanings ascribed to them in the Tender Offer Announcement unless otherwise stated.
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Results of the Tender Offer
The Company announces that the Tender Offer has expired at the Expiration Deadline, i.e. 4:00 p.m. (London Time) on 23 September 2019.
In accordance with the terms of the Tender Offer Memorandum, the Company has decided to accept for purchase all the Notes in an aggregate principal amount of US$8.37 million validly tendered at or prior to the Expiration Deadline at a price of US$1,000 per US$1,000 principal amount of the Notes (the "Purchase Price"). The condition of the Tender Offer to use the proceeds from the New Notes Issue to finance, in whole or in part, the Company's payment of the Purchase Price and the Accrued Interest has been waived by the Company, and the Company intends to finance the Tender Offer with its internal resources and banking facilities available to the Group.
Settlement for the Tender Offer
Payment of the Purchase Price for the Notes accepted for purchase, plus the Accrued Interest thereon, in an aggregate amount of approximately US$8.58 million is expected to be made on or about 30 September 2019. The Company will cancel the Notes to be purchased pursuant to the Tender Offer.
General
The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required to inform themselves about, and to observe, any such restrictions.
This announcement is not a tender offer memorandum, a solicitation of an offer to purchase, or a solicitation of an offer to sell, any securities. The Tender Offer has been made solely pursuant to the Tender Offer Memorandum, which sets forth a detailed description of the terms of the Tender Offer.
All documents related to the Tender Offer can be found on the Tender Offer Website, subject to eligibility and upon registration: https://sites.dfkingltd.com/SOCAM.
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Update on the New Notes Issue
Please note that the below disclosure is made in accordance with Rule 13.09(2)(a) and Rule 37.47B(a) of the Listing Rules and Part XIVA of the SFO.
Due to unfavourable market sentiment, the Company has decided not to proceed with the New Notes Issue. No legally binding purchase agreement has been entered into by the Company in relation to the New Notes Issue.
By order of the Board
SOCAM Development Limited
Wong Yuet Leung, Frankie
Executive Director, Chief Executive Officer and
Chief Financial Officer
Hong Kong, 24 September 2019
At the date of this announcement, the executive Directors are Mr. Lo Hong Sui, Vincent and Mr. Wong Yuet Leung, Frankie; the non-executive Director is Ms. Lo Bo Yue, Stephanie; and the independent non-executive Directors are Ms. Li Hoi Lun, Helen, Mr. Chan Kay Cheung and Mr. William Timothy Addison.
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For identification purpose only
Website: www.socam.com
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