DORSETT HOSPITALITY INTERNATIONAL LTD Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this joint 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 joint announcement.
This joint announcement appears for information purposes only and is not intended to and does not constitute, or form part of, any offer to acquire, purchase or subscribe for or an invitation to acquire, purchase or subscribe for any securities of the Offeror, FEC or Dorsett, nor shall there be any sale, issuance or transfer of securities of Dorsett in any jurisdiction in contravention of applicable law.
遠東發展有限公 司 *
(Incorporated in the Cayman Islands with limited liability)
Website: http://www.fecil.com.hk
(Stock Code: 35) Dorsett Hospitality International Limited帝盛酒店集團有限公司
(Incorporated in the Cayman Islands with limited liability) Website : http://www.dorsett.com
CNY1,000,000,000 5.875 per cent. Bonds due 2016
(Bond Stock Code: 85915)CNY850,000,000 6.0 per cent. Bonds due 2018
(Bond Stock Code: 85917)(Incorporated in the British Virgin Islands with limited liability)
- CLOSING AND RESULTS OF THE RULE 13 OFFER AND
- DISPATCH OF CHEQUES UNDER THE RULE 13 OFFER
* For identification purposes only
The Rule 13 Offer closed at 4:00 p.m. on Thursday, 29 October 2015.
As at 4:00 p.m. on Thursday, 29 October 2015, being the latest date and time for lodging the Form(s) of Acceptance in relation to the Rule 13 Offer, the Offeror has received valid acceptances of the Rule 13 Offer in respect of all of the 12 holders of Dorsett Options. This represents acceptances in respect of 10,483,642 outstanding Dorsett Options, representing 100% of the total number of outstanding Dorsett Options as at the Rule 13 Offer Record Date and the Closing Date. No valid rejections of the Rule 13 Offer have been received.
The Rule 13 Offer has not been revised or extended.
Cheques for payment of the Dorsett Options Offer Price under the Rule 13 Offer are expected to be dispatched by ordinary post at the risk of the recipients within seven (7) Business Days following the later of the Effective Date (i.e. the date that the Rule 13 Offer became unconditional) and the date of receipt of duly completed Form(s) of Acceptance by the Offeror.
Reference is made to (i) the composite scheme document dated 31 August 2015 as amended by the announcement dated 8 September 2015 (the 'Scheme Document') jointly issued by Far East Consortium International Limited ('FEC'), Dorsett Hospitality International Limited ('Dorsett') and Willow Bliss Limited (the 'Offeror'); (ii) the announcement dated 27 May 2015 jointly issued by FEC, Dorsett and the Offeror in relation to, amongst others, the possible privatisation of Dorsett by the Offeror by way of a scheme of arrangement (the '27 May Announcement'); (iii) the announcement dated 29 September 2015 jointly issued by FEC, Dorsett and the Offeror in relation to, among others, the results of the Court Meeting and the EGM (the '29 September Announcement'); (iv) the announcement dated 14 October 2015 jointly issued by FEC, Dorsett and the Offeror in relation to, amongst others, the sanction of the Scheme by the Grand Court; and (v) the announcement dated 15 October 2015 jointly issued by FEC, Dorsett and the Offeror in relation to, among others, the Rule 13 Offer becoming unconditional and the dispatch of cheques under the Rule 13 Offer. Unless otherwise defined herein or the context otherwise requires, terms defined in the Scheme Document shall have the same meanings when used in this joint announcement. All references in this joint announcement to times and dates are references to Hong Kong times and dates, except as otherwise specified.
The Rule 13 Offer closed at 4:00 p.m. on Thursday, 29 October 2015 (the 'Closing Date').
As at the Closing Date, being the latest date and time for lodging the Form(s) of Acceptance in relation to the Rule 13 Offer, the Offeror has received valid acceptances of the Rule 13 Offer in respect of all of the 12 holders of Dorsett Options. This represents acceptances in respect of 10,483,642 outstanding Dorsett Options, representing 100% of the total number of outstanding Dorsett Options as at the Rule 13 Offer Record Date and the Closing Date. No valid rejections of the Rule 13 Offer have been received.
The Rule 13 Offer has not been revised or extended.
Cheques for payment of the Dorsett Options Offer Price under the Rule 13 Offer are expected to be dispatched by ordinary post at the risk of the recipients within seven (7) Business Days following the later of the Effective Date (i.e. the date that the Rule 13 Offer became unconditional) and the date of receipt of duly completed Form(s) of Acceptance by the Offeror.
The interests of the Offeror and the Offeror Concert Parties in (i) the Scheme Shares immediately before the commencement of the Offer Period and as at the date of this joint announcement; and (ii) the Dorsett Options (including both vested and unvested) immediately before the commencement of the Offer Period and as at the Closing Date are as follows:
Name | Immediately before the commencement of the Offer Period | As at the date of this joint announcement | Immediately before the commencement of the Offer Period | As at the Closing Date | Amount of Dorsett Options Offer Price entitled to receive (HK$) (Note 1) |
Offeror | 0 | 546,747,000 | 0 | 0 | 0 |
FEC | 1,553,879,650 | 1,553,879,650 (Note 2) | 0 | 0 | 0 |
Tan Sri Dato' CHIU David | 8,651,361 | 0 | 0 | 0 | 0 |
Ms. NG Nancy | 8,861 | 0 | 0 | 0 | 0 |
Mr. CHIU Dennis | 50,651 | 0 | 0 | 0 | 0 |
Mr. CHIU Daniel | 29,079 | 0 | 0 | 0 | 0 |
Name | Immediately before the commencement of the Offer Period | As at the date of this joint announcement | Immediately before the commencement of the Offer Period | As at the Closing Date | Amount of Dorsett Options Offer Price entitled to receive (HK$) (Note 1) |
Mr. HOONG Cheong Thard | 4,242 | 0 | 2,269,091 | 1,701,819 | 17,018.19 |
(567,272 Dorsett Options lapsed) (Note 3) | |||||
Mr. CHAN Chi Hing | 3,000 | 0 | 2,836,364 | 2,127,274 | 21,272.74 |
(709,090 Dorsett Options lapsed) (Note 3) | |||||
Ms. CHIU Wing Kwan Winnie | 206,756 | 0 | 1,818,182 | 1,363,637 | 13,636.37 |
(454,545 | |||||
Dorsett Options | |||||
lapsed) (Note 3) | |||||
Ms. CHIU Wendy | 0 | 0 | 1,272,728 | 954,547 | 9,545.47 |
(318,181 | |||||
Dorsett Options | |||||
lapsed) (Note 3) | |||||
Mr. LAI Wai Keung | 0 | 0 | 1,272,728 | 954,547 | 9,545.47 |
(318,181 | |||||
Dorsett Options | |||||
lapsed) (Note 3) | |||||
Ms. CHIU Margaret | 11,517 | 0 | 0 | 0 | 0 |
Late Mr. CHIU Deacon Te Ken | 1,172,624 | 0 | 0 | 0 | 0 |
Total | 1,564,017,741 | 2,100,626,650 | 9,469,093 | 7,101,824 | 71,018.24 |
(Note 4) | (Note 5) | (Note 6) | |||
(2,367,269 | |||||
Dorsett Options | |||||
lapsed) (Note 3) |
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distributed by
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