DONGWU CEMENT 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.
Dongwu Cement International Limited東吳水泥國際有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 695)
COMPLETION OF PLACING OF NEW SHARES UNDER GENERAL MANDATE Placing Agent
The Board is pleased to announce that all the conditions of the Placing Agreement have been fulfilled before the Long Stop Date and Completion took place on 13 February 2015. An aggregate of 40,000,000 Placing Shares were allotted and issued to not less than six Placees at the Placing Price of HK$1.30 per Placing Share pursuant to the terms and conditions of the Placing Agreement.
Reference is made to the announcement of Dongwu Cement International Limited (the "Company") dated 23 January 2015 (the "Announcement") in relation to the placing of new Shares of the Company under the General Mandate. Unless otherwise specified, terms used herein shall have the same meanings as defined in the Announcement.
The Board is pleased to announce that all the conditions of the Placing Agreement have been fulfilled before the Long Stop Date and Completion took place on 13 February 2015. An aggregate of
40,000,000 Placing Shares were allotted and issued to not less than six Placees at the Placing Price of
HK$1.30 per Placing Share pursuant to the terms and conditions of the Placing Agreement.
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The net proceeds arising from the Placing are approximately HK$51.3 million. The Company intends to use the net proceeds for acquiring 100% equity interest in Shanghai Biofit Environmental Technology Co., Ltd (details of which can be found in the announcement of the Company dated 31
October 2014) and for general working capital of the Group.
The Placing Shares represent approximately 7.25% of the issued share capital of the Company as at the date of this announcement immediately after Completion.
To the best of the Directors' knowledge, information and belief having made all reasonable enquiry, each of the Placees (and their respective ultimate beneficial owners) is not a connected person of the Company and is third party independent of and not connected with the Company and its connected persons or any of their respective associates. None of the Placees has become a substantial Shareholder (as defined in the Listing Rules) immediately after Completion.
Goldview Development Limited
(Note 1) | 297,500,000 | 58.11% | 297,500,000 | 53.89% |
Concord Ocean Ltd (Note 2) | 77,500,000 | 15.14% | 77,500,000 | 14.04% |
Public Shareholders | ||||
Placees (Note 3) | 0 | 0 | 40,000,000 | 7.25% |
Other public Shareholders | 137,000,000 | 26.75% | 137,000,000 | 24.82% |
512,000,000 100% 552,000,000 100%
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Note:
(1) Goldview Development Limited is wholly-owned by Mr. Tseung Hok Ming, a non-executive Director. (2) Concord Ocean Ltd is wholly-owned by Mr. Jin Chungen, an executive Director.
(3) The Placing Shares have been placed by the Placing Agent to not less than six Placees who are independent third parties. None of the Placees have become a substantial Shareholder. Accordingly, the shareholding held by the Placees is regarded as held by the public.
By Order of the Board
Dongwu Cement International Limited Xie YingxiaChairman
Hong Kong, 13 February 2015
As at the date of this announcement, the Board comprises 2 executive Directors, namely Ms. Xie Yingxia and Mr. Jin Chungen, 2 non-executive Directors, namely Mr. Tseung Hok Ming and Mr. Yang Bin and 3 independent non-executive Directors, namely Mr. Cao Guoqi, Mr. Cao Kuangyu and Mr. Lee Ho Yiu Thomas.
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