HANS ENERGY COMPANY 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.
HANS ENERGY COMPANY LIMITED
漢思能源有限公司
(Incorporated in the Cayman Islands with limited liability) (Stock code: 00554)
COMPLETION OF PLACING OF EXISTING SHARES AND
TOP-UP SUBSCRIPTION FOR NEW SHARES
UNDER GENERAL MANDATE
Reference is made to the announcement of the Company dated 21 August 2020 (the "Announcement") in relation to, among other things, the Placing and the Top-up Subscription. Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those defined in the Announcement.
COMPLETION OF THE PLACING AND THE TOP-UP SUBSCRIPTION
The Company is pleased to announce that completion of the Placing and the Top-up Subscription took place on 27 August 2020 and 28 August 2020, respectively.
A total of 175,000,000 Placing Shares have been successfully placed at the Placing Price of HK$0.33 per Share to no fewer than six independent placees selected and/or procured by or on behalf of the Placing Agent. The Placing Agent, the placees and their respective ultimate beneficial owners are independent of the Company, its connected persons and their respective associates and not connected with any of them. None of the placees and their ultimate beneficial owners has become a substantial shareholder (as defined under the Listing Rules) of the Company upon taking up the Placing Shares.
Further, all the conditions of the Top-up Subscription had been fulfilled and completion of the Top- up Subscription took place on 28 August 2020. A total of 175,000,000 Subscription Shares (equal to the number of the Placing Shares successfully placed under the Placing) were subscribed by Mr. An at the net subscription price for each Subscription Share (after deduction of the Expenses) of approximately HK$0.32 for each Subscription Share. The Subscription Shares represent approximately 4.48% of the issued share capital of the Company as enlarged by the allotment and issue of the Subscription Shares.
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The Company received total net proceeds from the Top-up Subscription of approximately HK$56 million and intends to apply the same in full to replenish working capital after the BTHL Share Subscription in connection with the Acquisition.
EFFECT OF THE PLACING AND THE TOP-UP SUBSCRIPTION
The table below sets out the shareholding structure of the Company before and after the Placing and the Top-up Subscription:
Immediately after | ||||||
Immediately before | completion of the | |||||
completion of the | Placing but before | Immediately after | ||||
Placing and the Top-up | completion of the Top- | |||||
completion of the Top- | ||||||
Subscription | up Subscription | |||||
up Subscription | ||||||
Number | Number | Number | ||||
of Shares | % | of Shares | % | of Shares | % | |
Vand Petro- | 2,338,430,000 | 62.65 | 2,338,430,000 | 62.65 | 2,338,430,000 | 59.84 |
Chemicals | ||||||
(Note) | ||||||
Mr. An (Note) | 218,390,000 | 5.85 | 43,390,000 | 1.16 | 218,390,000 | 5.59 |
Extreme Wise | 209,773,980 | 5.62 | 209,773,980 | 5.62 | 209,773,980 | 5.37 |
(Note) | ||||||
The Placees | - | - | 175,000,000 | 4.69 | 175,000,000 | 4.48 |
Other public | 966,044,020 | 25.88 | 966,044,020 | 25.88 | 966,044,020 | 24.72 |
Shareholders | ||||||
Total: | 3,732,638,000 | 100.00 | 3,732,638,000 | 100.00 | 3,907,638,000 | 100.00 |
Note: As at the date of this announcement, (i) Mr. An is the beneficial owner of 218,390,000 Shares and (ii) by virtue of being a founder of a discretionary trust, Mr. An is deemed to be interested in the 2,338,430,000 Shares held by Vand Petro-Chemicals (BVI) Company Ltd ("Vand Petro-Chemicals") and the 209,773,980 Shares held by Extreme Wise Investments Ltd ("Extreme Wise"), under the SFO. Both companies are wholly-owned by Julius Baer Family Office & Trust Ltd. which is a trustee of the discretionary trust. Mr. An is a director of Extreme Wise, Vand Petro-Chemicals and the Company.
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Accordingly, by virtue of the SFO:
- as at the date of the Placing and Top-up Subscription Agreement, Mr. An is deemed to be interested in 2,766,593,980 Shares in total representing 74.12% of the total issued share capital of the Company;
- immediately after completion of the Placing but before completion of the Top-up Subscription, Mr. An is deemed to be interested in 2,591,539,980 Shares in total, representing 69.43% of the total issued share capital of the Company; and
- immediately after completion of the Top-up Subscription, Mr. An is deemed to be interested in 2,766,593,980 Shares in total, representing 70.8% of the total issued share capital of the Company (as enlarged by the allotment and issue of the Subscription Shares).
By Order of the Board
Hans Energy Company Limited
漢思能源有限公司
Yang Dong
Chief Executive Officer and Executive Director
Hong Kong, 28 August 2020
As at the date of this announcement, the board of directors of the Company comprises four executive directors, namely Mr. David An (Chairman), Mr. Yang Dong, Ms. Liu Zhijun and Mr. Zhang Lei, and three independent non-executive directors, namely Mr. Li Wai Keung, Mr. Chan Chun Wai, Tony and Mr. Woo King Hang.
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Hans Energy Company Limited published this content on 28 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 August 2020 08:37:11 UTC
