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CHINA SMARTER ENERGY GROUP HOLDINGS LIMITED ʕ౽ᅆঐ๕ණྠછٰϞࠢʮ̡*
(Incorporated in Bermuda with limited liability)
(Stock Code: 1004)
MONTHLY PROGRESS UPDATE ON POSSIBLE TRANSACTION
PURSUANT TO RULE 3.7 OF THE TAKEOVERS CODE
This announcement is made by China Smarter Energy Group Holdings Limited (the "Company") pursuant to Rule 3.7 of the Hong Kong Code on Takeovers and Mergers (the "Takeovers Code"). Reference is made to the announcements of the Company dated 5 February 2021 (the "Announcement"). Unless otherwise defined, capitalized terms used herein shall have the same meanings as those defined in the Announcement.
The Company was informed by the Purported Receivers that the Purported Receivers have been in discussions with several investors over the past month and no legally binding agreement in relation to the Pledged Shares has been executed. Save as aforesaid, the Company confirmed that no further information has been received from Gorgeous Investment or the Purported Receivers of any proposed change of the ownership of the Pledged Shares which may or may not involve a change of the controlling shareholder of the Company and may in turn trigger a mandatory general offer obligation under Rule 26.1 of the Takeovers Code. The Company is seeking legal advice in respect of the Receivership. Further, the Company has also been informed by Gorgeous Investment that they are taking legal advice and in the process of preparing further action with respect to the Dispute.
In compliance with Rule 3.7 of the Takeovers Code, monthly announcement(s) setting out the progress of the matter will be made by the Company until an announcement is made of a firm intention to make an offer under Rule 3.5 of the Takeovers Code or of a decision not to proceed with the offer is made. Further announcement(s) will be made by the Company as and when appropriate or required in accordance with the Listing Rules and the Takeovers Code.
WARNINGS: There is no assurance that the Receivership will result in a change of controlling shareholder and lead to general offers under Rule 26.1 of the Takeovers Code for the securities of the Company. Shareholders and public investors should exercise extreme caution when dealing in the securities of the Company.
By order of the Board
China Smarter Energy Group Holdings Limited
Chairman and Chief Executive Officer
Hong Kong, 8 March 2021
* For identification purposes only
As at the date of this announcement, Mr. Zhang Liang, Mr. Hu Hanyang, Mr. Weng Xiaoquan, Mr. Bo Dateng and Mr. Chen Xiaxuan are the executive directors of the Company; and Mr. Lam Cheung Mau, Mr. Pun Hau Man and Mr. Wang Yuzhou are the independent non-executive directors of the Company.
The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statements in this announcement misleading.
China Smarter Energy Group Holdings Ltd. published this content on 08 March 2021 and is solely responsible for the information contained therein. Distributed by, unedited and unaltered, on 08 March 2021 10:52:02 UTC.