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MarketScreener Homepage  >  Equities  >  Stock Exchange of Hong Kong  >  Powerlong Real Estate Holdings Limited    1238   KYG720051047

POWERLONG REAL ESTATE HOLDINGS LIMITED

(1238)
  Report
End-of-day quote. End-of-day quote Stock Exchange of Hong Kong - 01/20
5.02 HKD   -2.52%
2019POWERLONG REAL ESTATE : Proposed spin-off and separate listing of powerlong commercial management holdings limited on the main board of the stock exchange of hong kong limited listing of powerlong commercial management and commencement of dealings of powerlong commercial management shares
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2019POWERLONG REAL ESTATE : Proposed spin-off and separate listing of powerlong commercial management holdings limited on the main board of the stock exchange of hong kong limited global offering and final offer price
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2019POWERLONG REAL ESTATE : Proposed spin-off and separate listing of powerlong commercial management holdings limited on the main board of the stock exchange of hong kong limited publication of the prospectus issued by powerlong commercial management holdings limited and expected size of the global offeri..
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Powerlong Real Estate : PROPOSED SPIN-OFF AND SEPARATE LISTING OF POWERLONG COMMERCIAL MANAGEMENT HOLDINGS LIMITED ON THE MAIN BOARD OF THE STOCK EXCHANGE OF HONG KONG LIMITED RECORD DATE FOR ASSURED ENTITLEMENT AND CLOSURE OF REGISTER OF MEMBERS

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11/25/2019 | 06:58am EST

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 purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities.

This announcement does not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States or any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of any such jurisdiction. No securities may be offered or sold in the United States absent registration or an applicable exemption from registration under the United States Securities Act of 1933, as amended (the "US Securities Act"). Any public offering of securities to be made in the United States will be made by means of a prospectus. Such prospectus will contain detailed information about the company making the offer, its management, as well as financial statements. The securities described herein have not been and will not be registered under the U.S. Securities Act. The Company does not intend to register any part of the offering in the United States or to conduct a public offering of securities in the United States. This announcement is not for release, publication or distribution, in whole or in part, directly or indirectly, in, into or from the United States or any jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction.

POWERLONG REAL ESTATE HOLDINGS LIMITED

寶 龍 地 產 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1238)

PROPOSED SPIN-OFF AND SEPARATE LISTING OF

POWERLONG COMMERCIAL MANAGEMENT HOLDINGS LIMITED

ON THE MAIN BOARD OF

THE STOCK EXCHANGE OF HONG KONG LIMITED

RECORD DATE FOR ASSURED ENTITLEMENT

AND CLOSURE OF REGISTER OF MEMBERS

The Record Date for the purpose of determining the Assured Entitlement will be Monday, 9 December 2019. The register of members of the Company will be closed on Monday, 9 December 2019 where no transfer of the Shares will be registered on Monday, 9 December 2019.

- 1 -

The Proposed Spin-off is subject to, among others, the approval of the Listing Committee for listing of, and permission to deal in, the Powerlong Commercial Management Shares, the final decision of the Board and of the board of directors of Powerlong Commercial Management, which are dependent upon, among others, market conditions and other considerations, the Proposed Spin-off may or may not occur. Shareholders and other investors should be aware that there is no assurance that the Proposed Spin-off will take place or as to when it may take place. If the Proposed Spin-off does not proceed for any reason, the Preferential Offering will not proceed. Shareholders and other investors are reminded to exercise caution when dealing in the securities of the Company. Persons who are in doubt about their position or any action to be taken are recommended to consult their own professional advisers.

Further announcement(s) will be made by the Company in relation to the Proposed Spinoff as and when appropriate.

INTRODUCTION

Reference is made to the announcement of the Company dated 20 August 2019 in relation to the Proposed Spin-off.

The Company intends to spin-off Powerlong Commercial Management by way of the Global Offering and a separate listing of the Powerlong Commercial Management Shares on the Main Board of the Stock Exchange. The Global Offering comprises of the Hong Kong Public Offering and the International Offering (including the Preferential Offering).

In accordance with the requirements of PN15 of the Listing Rules, the Board proposes to give due regard to the interests of the Shareholders by providing the Qualifying Shareholders with the Assured Entitlement by way of the Preferential Offering, if the Proposed Spin-off proceeds. Details in respect of the Proposed Spin-off, including the size and structure of the Global Offering and the terms of the Assured Entitlement, have not yet been finalised and further announcement(s) will be made by the Company as and when appropriate.

The purpose of this announcement is to inform the Shareholders of the Record Date for the purpose of determining the Assured Entitlement.

Shareholders whose names appear on the register of members of the Company on the Record Date (excluding the Non-Qualifying Shareholders) will be entitled to apply for the Powerlong Commercial Management Shares on an assured basis pursuant to the Preferential Offering, and the basis of such Assured Entitlement will be determined based on their respective shareholdings in the Company on the Record Date, the details of which will be separately announced.

Subject to the relevant legal restrictions and regulatory requirements, the Qualifying Shareholders (regardless of whether they choose to participate in the Preferential Offering or not) and Shareholders who are not Qualifying Shareholders (or who do not satisfy the basis of the Assured Entitlement) may also either (i) apply for the Powerlong Commercial

- 2 -

Management Shares under the Hong Kong Public Offering, if eligible; or (ii) indicate an interest for the Powerlong Commercial Management Shares under the International Offering, if qualified to do so.

Persons who are in doubt about their position or any action to be taken are recommended to consult their own professional advisers.

RECORD DATE AND CLOSURE OF REGISTER OF MEMBERS

The Record Date for the purpose of determining the Assured Entitlement will be Monday, 9 December 2019. The register of members of the Company will be closed on Monday, 9 December 2019 where no transfer of the Shares will be registered on Monday, 9 December 2019.

In order to qualify for the Assured Entitlement, all transfer documents should be lodged for registration with the Company's Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not later than 4:30 p.m. on Friday, 6 December 2019.

As the final dates of registration and issue of the prospectus of Powerlong Commercial Management have not yet been determined, the Record Date and the closure of the register of members of the Company for the purpose of determining the Assured Entitlement set out in this announcement are subject to change depending on the final timetable of the Proposed Spin-off.

In the event that there is a change in the Record Date and the closure of the register of members of the Company for determining the Assured Entitlement, a further announcement will be made by the Company and such revised Record Date and closure of the register of members of the Company will supersede and replace the Record Date and the closure of the register of members of the Company for determining the Assured Entitlement set out in this announcement.

GENERAL

Details in respect of the Proposed Spin-off, including the structure and the expected timetable, have not yet been finalised. Further announcement(s) will be made by the Company in relation to the Proposed Spin-off as and when appropriate.

The Proposed Spin-off is subject to, among others, the approval of the Listing Committee for listing of, and permission to deal in, the Powerlong Commercial Management Shares, the final decision of the Board and of the board of directors of Powerlong Commercial Management, which are dependent upon, among others, market conditions and other considerations, the Proposed Spin-off may or may not occur. Shareholders and other investors should be aware that there is no assurance that the Proposed Spin-off will take place or as to when it may take place. If the Proposed Spin-off does not proceed for any reason, the Preferential Offering will not proceed. Shareholders and other investors are reminded to exercise caution when dealing in the securities of the Company. Persons who are in doubt about their position or any action to be taken are recommended to consult their own professional advisers.

- 3 -

DEFINITIONS

In this announcement, the following expressions have the meanings set out below unless the context requires otherwise:

"Assured Entitlement"

the entitlement of the Qualifying Shareholders to apply

for the Powerlong Commercial Management Shares on

an assured basis under the Preferential Offering to be

determined on the basis of their respective shareholdings in

the Company at 4:30 p.m. on the Record Date;

"Board"

the board of Directors;

"Company"

Powerlong Real Estate Holdings Limited (寶龍地產控

股有限公司) (stock code: 1238), an exempted company

incorporated in the Cayman Islands with limited liability

on 18 July 2007, the shares of which are listed on the Main

Board of the Stock Exchange;

"Directors"

directors of the Company;

"Global Offering"

the Hong Kong Public Offering and the International

Offering (including the Preferential Offering);

"Group"

the Company and its subsidiaries;

"Hong Kong"

the Hong Kong Special Administrative Region of the PRC;

"Hong Kong Public Offering"

the offer of the Powerlong Commercial Management Shares

for subscription by the public in Hong Kong on the terms

and conditions to be set out in the prospectus and application

forms of Powerlong Commercial Management;

"International Offering"

the conditional offering of the Powerlong Commercial

Management Shares by the international underwriters

of Powerlong Commercial Management outside the

United States in offshore transactions in accordance with

Regulation S;

"Listing Committee"

the Listing Committee of the Stock Exchange;

"Listing Rules"

the Rules Governing the Listing of Securities on the Stock

Exchange;

- 4 -

"Non-Qualifying Shareholders"

Shareholders whose names appeared on the register of

members of the Company as of 4:30 p.m. on the Record

Date and whose addresses as shown on such register are in

any of the jurisdictions, which the Company and Powerlong

Commercial Management consider it necessary or expedient

to exclude from the Preferential Offering on account of the

legal restrictions under the laws of the relevant jurisdiction

or the requirements of the relevant body or stock exchange

in that jurisdiction;

"PN15"

Practice Note 15 to the Listing Rules;

"Powerlong Commercial

Powerlong Commercial Management Holdings Limited (寶龍

Management"

商業管理控股有限公司) (formerly known as Powerlong

Commercial Holdings Limited (寶龍商業控股有限公司)),

an exempted company incorporated in the Cayman Islands

with limited liability on 25 March 2019;

"Powerlong Commercial

ordinary share(s) with nominal value of HK$0.01 each in the

Management Shares"

share capital of Powerlong Commercial Management;

"PRC"

the People's Republic of China;

"Preferential Offering"

the preferential offering of Powerlong Commercial

Management Shares to Qualifying Shareholders as the

Assured Entitlement in the Global Offering;

"Proposed Spin-off"

the proposed spin-off and separate listing of the Powerlong

Commercial Management Shares on the Main Board of the

Stock Exchange;

"Qualifying Shareholders"

Shareholders whose names appear in the register of members

of the Company on the Record Date, other than Non-

Qualifying Shareholders;

"Record Date"

9 December 2019, being the record date for ascertaining the

Qualifying Shareholders who shall be entitled to the Assured

Entitlement;

"Regulation S"

Regulation S under the U.S. Securities Act;

"Shares"

the ordinary shares of par value of HK$0.01 each of the

Company;

"Shareholder(s)"

shareholders of the Company;

"Stock Exchange"

The Stock Exchange of Hong Kong Limited;

- 5 -

"United States"

the United States of America; and

"%"Percentage.

By order of the Board

Powerlong Real Estate Holdings Limited

Hoi Kin Hong

Chairman and Executive Director

Hong Kong, 25 November 2019

As at the date of this announcement, the executive Directors are Mr. Hoi Kin Hong, Mr. Hoi Wa Fong, Mr. Xiao Qing Ping, Ms. Shih Sze Ni Cecilia and Mr. Zhang Hong Feng; the non-executive Director is Ms. Hoi Wa Fan; and the independent non-executive Directors are Dr. Ngai Wai Fung, Dr. Mei Jian Ping and Dr. Ding Zu Yu.

- 6 -

Disclaimer

Powerlong Real Estate Holdings Ltd. published this content on 25 November 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 November 2019 11:57:01 UTC

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Financials (CNY)
Sales 2019 26 607 M
EBIT 2019 7 546 M
Net income 2019 3 079 M
Debt 2019 -
Yield 2019 7,09%
P/E ratio 2019 5,07x
P/E ratio 2020 3,73x
Capi. / Sales2019 0,69x
Capi. / Sales2020 0,52x
Capitalization 18 385 M
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Technical analysis trends POWERLONG REAL ESTATE HOLD
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TrendsNeutralNeutralBullish
Income Statement Evolution
Consensus
Sell
Buy
Mean consensus BUY
Number of Analysts 7
Average target price 6,07  CNY
Last Close Price 4,44  CNY
Spread / Highest target 57,7%
Spread / Average Target 36,8%
Spread / Lowest Target 26,4%
EPS Revisions
Managers
NameTitle
Wa Fong Hoi Chief Executive Officer & Executive Director
Kin Hong Hoi Chairman
Min Shun Liao Chief Financial Officer & Vice President
Wa Fan Hoi Non-Executive Director
Wai Fung Ngai Independent Non-Executive Director