CWT INTERNATIONAL LIMITED 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 appears for information only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities of the Company.
海航國際投資集團有限公司
HNA INTERNATIONAL INVESTMENT HOLDINGS LIMITED
(Incorporated in Hong Kong with limited liability)
(Stock Code: 521)
COMPLETION OF THE PLACING OF EXISTING SHARES AND SUBSCRIPTION OF NEW SHARES UNDER GENERAL MANDATE
Placing Agent
The Board is pleased to announce that the conditions as set out in the Placing and Subscription Agreement have been fulfilled and completion of the Placing and the Subscription took place on 9 June 2015 and 12 June 2015, respectively. An aggregate of 110,000,000 existing Shares were placed to not less than six Placees at the Placing Price of HK$0.65 per Placing Share.
After the completion of the Placing on 9 June 2015, 110,000,000 Subscription Shares were subscribed by the Vendor at the Subscription Price of HK$0.65 per Subscription Share pursuant to the Placing and Subscription Agreement.
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Reference is made to the announcement of HNA International Investment Holdings Limited (the "Company") dated 4 June 2015 (the "Announcement") in relation to the placing of existing shares and the subscription of 110,000,000 new shares of the Company under the general mandate. Unless the context otherwise requires, capitalized terms used in this announcement shall have same meanings as those defined in the Announcement.
COMPLETION OF THE PLACING OF EXISTING SHARES AND SUBSCRIPTION OF NEW SHARES UNDER GENERAL MANDATE
The Board is pleased to announce that the conditions as set out in the Placing and Subscription Agreement have been fulfilled and completion of the Placing and the Subscription took place on 9 June 2015 and 12 June 2015, respectively.
An aggregate of 110,000,000 existing Shares, representing (i) approximately 2.79% of the issued share capital of the Company of 3,940,427,179 Shares as at the date of the Placing and Subscription Agreement; and (ii) approximately 2.70% of the issued share capital of the Company of 4,071,427,179 Shares as at the date of this announcement and as enlarged by the issue of the 110,000,000 Subscription Shares, were placed to not less than six Placees at the Placing Price of HK$0.65 per Placing Share.
All the Placees and their ultimate beneficial owners are third parties independent of the Vendor, the Company and their respective connected persons and none of them has become a substantial Shareholder immediately after the completion of the Placing and the Subscription.
After the completion of the Placing on 9 June 2015, 110,000,000 Subscription Shares were subscribed by the Vendor at the Subscription Price of HK$0.65 per Subscription Share pursuant to the Placing and Subscription Agreement.
Effects on the shareholding structure of the Company
The existing shareholding structure of the Company and the effect on the shareholding structure of the Company upon completion of the Placing and the Subscription are set out as below:
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Immediately before completion of the Placing | Upon completion of the Placing but before the Subscription | Upon completion of the Placing and the Subscription | ||||
Shares | Approx. % | Shares | Approx. % | Shares | Approx. % | |
HNA Group (International) Company Limited | 1,109,244,000 | 28.00 | 1,109,244,000 | 28.00 | 1,109,244,000 | 27.24 |
The Vendor (Note 1) | 220,723,480 | 5.57 | 110,723,480 | 2.80 | 114,203,480 (Note 4) | 2.80 |
Mr. Mung Kin Keung | 21,000,000 | 0.53 | 21,000,000 | 0.53 | 21,000,000 | 0.52 |
Public: | ||||||
Asset Resort Holdings Limited (Note 2) | 184,515,151 | 4.66 | 184,515,151 | 4.66 | 184,515,151 | 4.53 |
Wheeling Holdings Limited (Note 2) | 170,044,069 | 4.29 | 170,044,069 | 4.29 | 170,044,069 | 4.18 |
Placees (Note 3) | - | - | 110,000,000 | 2.77 | 110,000,000 | 2.70 |
Other public Shareholders | 2,255,900,479 | 56.95 | 2,255,900,479 | 56.95 | 2,362,420,479 | 58.03 |
Total | 3,961,427,179 | 100.00 | 3,961,427,179 | 100.00 | 4,071,427,179 | 100.00 |
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Note:
1. The Vendor is wholly-owned by Mr. Mung Kin Keung, a former executive Director and co-chairman of the Company.
2. Asset Resort Holdings Limited and Wheeling Holdings Limited are wholly-owned subsidiaries of Shougang Holding (Hong Kong) Limited, which is a wholly-owned subsidiary of Shougang Corporation.
3. No Placees has become a substantial Shareholder as a result of the Placing and Subscription.
4. As advised by the Vendor, the Vendor has sold 106,520,000 Shares on 12 June 2015.
By Order of the Board
HNA International Investment Holdings Limited
Xu Haohao
Executive Director
Hong Kong, 12 June 2015
As at the date of this announcement, the Board comprises Mr. Wang Hao (Executive Director, Chairman and Chief Executive Officer), Mr. Li Xiaoming (Executive Director), Mr. Xu Haohao (Executive Director and Executive President), Mr. Leung Shun Sang, Tony (Non-executive Director), Mr. Li Tongshuang (Non-executive Director), Mr. Leung Kai Cheung (Independent Non-executive Director), Mr. Liem Chi Kit, Kevin (Independent Non-executive Director) and Mr. Lam Kin Fung, Jeffrey (Independent Non-executive Director).
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