By 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 acquire, purchase or subscribe for securities of Sinoref Holdings Limited.
SINOREF HOLDINGS LIMITED(incorporated in the Cayman Islands with limited liability) (Stock Code: 1020)
COMPLETION OF PLACING OF EXISTING SHARES AND SUBSCRIPTION OF NEW SHARES
The Board is pleased to announce that completion of the Placing took place on 10 January 2014 and a total of 200,000,000 Placing Shares were successfully placed to not less than six Placees at the Placing Price.
The Board is also pleased to announce that all the conditions of the Subscription had been fulfilled and completion of the Subscription took place on 20 January 2014 whereby a total of 200,000,000 Subscription Shares were allotted and issued to the Vendor at the Subscription Price.
The net proceeds from the Subscription are approximately HK$75 million.
Reference is made to the announcement (the "Announcement") of the Company dated 10 January
2014 in relation to the Placing of up to 200,000,000 Placing Shares and the Subscription of up to
200,000,000 New Shares. Capitalised terms used herein shall have the same meanings as those defined in the Announcement unless otherwise stated.
The Board is pleased to announce that completion of the Placing took place on 10 January 2014 and a total of 200,000,000 Placing Shares were successfully placed to not less than six Placees at the Placing Price.
To the best of the Directors' knowledge, information and belief, having made all reasonable enquiries, the Placees and their ultimate beneficial owners are third parties independent of and are not connected with any directors, chief executive or substantial shareholder of the Company or its subsidiaries or any of their respective associate. None of the Placees has become substantial shareholders (as defined under the Listing Rules) of the Company as a result of the Placing.
The Board is also pleased to announce that all the conditions of the Subscription had been fulfilled and completion of the Subscription took place on 20 January 2014 whereby a total of 200,000,000
New Shares were allotted and issued to the Vendor at the Subscription Price.
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The net proceeds from the Subscription are approximately HK$75 million. The net proceeds raised per Share upon completion of the Placing and the Subscription are approximately HK$0.375 per Share.
The following table sets out the shareholding structure of the Company prior to and upon completion of the Placing and the Subscription:
Number of Shares % Number of Shares % Number of Shares %
Xu Yejun (Note 1) 330,000,000 27.50 330,000,000 27.50 330,000,000 23.57
The Vendor 205,012,000 17.08 5,012,000 0.41 205,012,000 14.64
Zhang Lanyin (Note 2) 18,000,000 1.50 18,000,000 1.50 18,000,000 1.29
Placees - 200,000,000 16.67 200,000,000 14.29
Other public Shareholders 646,988,000 53.92 646,988,000 53.92 646,988,000 46.21
Total 1,200,000,000 100.00 1,200,000,000 100.00 1,400,000,000 100.00
Notes:
1. Xu Yejun is an executive Director, the chairman of the Board and the chief executive officer of the Company.
2. Zhang Lanyin resigned as non-executive Director on 27 November 2013.
By order of the Board
Sinoref Holdings Limited Mr. Xu YejunChairman
Hong Kong, 20 January 2014
As at the date of this announcement, the executive Directors are Mr. Xu Yejun, Mr. Zhao Ping and Mr. Ho Yuk Hay, the non-executive Director is Mr. Chow Chi Wa and the independent non-executive Directors are Mr. Yao Enshu, Mr. Tsui Siu Hang, Steve and Mr. Wong Kwong Chi.
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