Log in
E-mail
Password
Show password
Remember
Forgot password ?
Become a member for free
Sign up
Sign up
New member
Sign up for FREE
New customer
Discover our services
Settings
Settings
Dynamic quotes 
OFFON
News: Latest News
Latest NewsCompaniesMarketsEconomy & ForexCommoditiesInterest RatesBusiness LeadersFinance Pro.CalendarSectors

China Fortune Financial : Announcements and Notices - Discloseable Transaction - Subscription of Bonds

04/11/2019 | 06:48pm 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.

China Fortune Financial Group Limited

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 290)

Website:http://www.290.com.hk

DISCLOSEABLE TRANSACTION

SUBSCRIPTION OF BONDS

THE SUBSCRIPTION

The Board is pleased to announce that on 11 April 2019 (after trading hours), the Subscriber, a direct wholly-owned subsidiary of the Company, has placed an order, through a broker, to subscribe the Bonds up to a maximum principal amount of US$15,900,000 (equivalent to approximately HK$125,000,000). The total consideration for the Subscription is subject to the principal amount of the Bonds to be allocated to the Subscriber. The Bonds bear an annual interest rate of 6.375% and are due on 15 April 2020.

LISTING RULES IMPLICATIONS

As one or more of the applicable percentage ratios in respect of the Subscription exceeds 5% but all of such percentage ratios are less than 25%, the Subscription constitutes a discloseable transaction for the Company under Chapter 14 of the Listing Rules and is subject to the reporting and announcement requirements under the Listing Rules.

THE SUBSCRIPTION

The Board is pleased to announce that on 11 April 2019 (after trading hours), the Subscriber, a direct wholly-owned subsidiary of the Company, has placed an order, through a broker, to subscribe the Bonds up to a maximum principal amount of US$15,900,000 (equivalent to approximately HK$125,000,000).

The Bonds

The principal terms and conditions of the Bonds are summarised as follows:

Issuer

  • : Lv'an Chuangxing Limited €ၠτ௴ጳϞࠢʮ̡ , a company incorporated in the BVI with limited liabilityAggregate principal amount of the Bonds

  • : US$200,000,000 (equivalent to approximately HK$1,572,000,000)

    Interest

  • : 6.375% per annum, payable in arrears on 17 October 2019 and 15 April 2020

    Maturity date : 15 April 2020

    Redemption at maturity

  • : unless previously redeemed, or purchased and cancelled, the Bonds will be redeemed at their principal amount on 15 April 2020

    Early redemption at the option of the Issuer

  • : the Issuer may at any time before the maturity date and from time to time redeem the Bonds, in whole but not in part, at any time on giving not less than 30 nor more than 60 days' notice to the trustee (the "Trustee") for Bondholders in writing and to the Bondholders at a redemption price calculated as described in the Offering Memorandum

Status of the Bonds

  • : the Bonds constitute direct, unconditional, unsubordinated and unsecured obligations of the Issuer and shall at all times rank pari passu and without any preference among themselves. The payment obligations of the Issuer under the Bonds shall, save for such exceptions as may be provided by applicable legislation and subject to the terms and conditions of the Offering Memorandum, at all times rank at least equally with all its other present and future unsecured and unsubordinated obligations

    Transferability : the Bonds are transferrable

    Events of default

  • : upon the occurrence of certain events as described in the Offering Memorandum, the Trustee at its discretion may, and if so requested by holders of at least 25% of the aggregate principal amount of the Bonds then outstanding or if so directed by an extraordinary resolution shall (provided in any such case that the Trustee shall have first been indemnified and/or secured and/or pre-funded to its satisfaction), give written notice to the Issuer that the Bonds are, and they shall immediately become, due and payable at their principal amount together (if applicable) with accrued interest

    Listing

  • : application will be made for the listing of the Bonds on the Chongwa (Macau) Financial Asset Exchange Co., Ltd.

The total consideration for the Subscription is subject to the principal amount of the Bonds to be allocated to the Subscriber. Subject to allocation, it is expected that the Bonds up to a maximum principal amount of US$15,900,000 (equivalent to approximately HK$125,000,000) will be issued to the Subscriber on or before 18 April 2019, upon which the total consideration for the Subscription shall be paid by the Subscriber.

REASONS FOR AND THE BENEFITS OF THE SUBSCRIPTION

The Board has endeavoured in exploring opportunities for potential investments with a view to generating revenue and achieving better return for its shareholders. As the Bonds carry an annual interest rate of 6.375%, the Board considers that the Subscription provides a reasonable investment return and continuous cash inflow to the Company. The total consideration in respect of the Subscription will be funded by (i) internal resources of the Group; and (ii) bank borrowing.

Taking into account the above, the Board considers that the terms and conditions of the Bonds and the Subscription are fair and reasonable and in the interests of the Company and the Shareholders as a whole.

INFORMATION ON THE SUBSCRIBER AND THE GROUP

The Subscriber is a company incorporated in the BVI with limited liability and a direct wholly-owned subsidiary of the Company.

The Group is principally engaged in the provision of brokerage and margin financing, proprietary securities trading, corporate finance, asset management, money lending, factoring, consultancy and insurance brokerage services.

INFORMATION ON THE ISSUER

The Issuer is a company incorporated in BVI with limited liability and is an indirect wholly-owned subsidiary of Greenland Holdings Corporation Limited€ၠήછٰණྠٰ΅Ϟࠢʮ ̡, a company listed on the Shanghai Stock Exchange.

To the best knowledge, information and belief of the Directors and having made all reasonable enquiries, each of the Issuer and its ultimate beneficial owner is a third party independent of the Company and its connected persons.

LISTING RULES IMPLICATIONS

As one or more of the applicable percentage ratios in respect of the Subscription exceeds 5% but all of such percentage ratios are less than 25%, the Subscription constitutes a discloseable transaction for the Company under Chapter 14 of the Listing Rules and is subject to the reporting and announcement requirements under the Listing Rules.

DEFINITIONS

In this announcement, the following expressions shall have the following meanings unless the context requires otherwise:

"Board"

the board of Directors

"Bondholder(s)"

holder(s) of the Bonds

"Bonds"

US$200,000,000, 6.375% Bonds due 2020 to be issued by

the Issuer

"BVI"

the British Virgin Islands

"Company"

China Fortune Financial Group Limited€ ʕ਷బ੶ږፄණྠ

Ϟࠢʮ̡, a company incorporated in the Cayman Islands

with limited liability and the Shares of which are listed on

the Main Board of the Stock Exchange (stock code: 290)

"connected person(s)"

has the meaning ascribed to it under the Listing Rules

"Director(s)"

the director(s) of the Company

"Group"

the Company and its subsidiaries from time to time

"HK$"

Hong Kong dollars, the lawful currency of Hong Kong

"Hong Kong"

the Hong Kong Special Administrative Region of the PRC

5

Disclaimer

China Fortune Financial Group Limited published this content on 12 April 2019 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 11 April 2019 22:47:07 UTC


ę Publicnow 2019
Latest news "Companies"
10:06aNAPA and MOL have rolled out digital Navigational Risk; Monitoring Solution on over MOL's 700+ ships
AQ
10:06aLPG-fueled LPG carrier CRYSTAL TRINITY Delivered
AQ
10:06aRaytheon Technologies Reports 2021 Results, Announces 2022 Outlook; Expects continued sales, earnings and free cash flow growth in 2022
AQ
10:06aSafran PPS5000 plasma thruster chosen for new Galileo satellites
AQ
10:06aEagle financial services, inc. announces quarterly dividend
PR
10:06aGraceland's Performing Arts Camp Returns June 28-July 3
BU
10:06aCaptionCall Extends Audiology Scholarship Deadline
GL
10:06aCaptionCall Extends Audiology Scholarship Deadline
GL
10:05aGlobal manufacturing CEOs focusing on resilient supply chains and tech transformation in response to COVID-19 and geopolitical uncertainty
BU
10:05aFood Logistics Names SYSPRO a 2021 Top Software & Technology Provider Award Winner
BU
Latest news "Companies"