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.

E-House (China) Enterprise Holdings Limited

易居(中國)企業控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2048)

  1. DELAY IN DESPATCH OF CIRCULAR; AND
    1. CLARIFICATION ANNOUNCEMENT

Reference is made to the announcement of E-House (China) Enterprise Holdings Limited (the "Company") dated 31 July 2020 (the "Announcement") in respect of, inter alia , (1) acquisition of majority equity interests in Leju and issue of Consideration Shares under specific mandate, (2) issue of Subscription Shares under specific mandate, and (3) issue of Conversion Shares under specific mandate. Capitalised terms used herein shall have the same meanings as those defined in the Announcement unless the context requires otherwise.

  1. DELAY IN DESPATCH OF CIRCULAR

    1. This announcement is made pursuant to Rule 14A.47 of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited.
      As disclosed in the Announcement, it is expected that a circular containing, among others:
    2. details of the Equity Transfer Agreements; (ii) a letter of advice from the independent financial adviser to the Independent Board Committee and the Independent Shareholders regarding the Equity Transfer Agreements; (iii) a letter of recommendation from the Independent Board Committee regarding the Equity Transfer Agreements; (iv) details of the Share Subscription Agreement and the Note Subscription Agreement, (v) details of the Specific Mandates, and (vi) the notice of the general meeting to the Shareholders, will be despatched to the Shareholders on or before 21 August 2020. Since additional time is required to prepare and finalise the content of the circular, the despatch date of the circular will be postponed to on or before 18 September 2020.

1

  1. CLARIFICATION ANNOUNCEMENT
    The Company also wishes to make the following clarifications in relation to the Announcement:
    1. On pages 5 and 7 of the Announcement under the subheadings 'Basis for consideration' it was stated that the Issue Price represents a premium of approximately 1.65% to the average of the closing prices of HK$9.37 per Share as quoted on the Stock Exchange for the last 30 trading days immediately before the date of the Equity Transfer Agreements.
      The Company would like to clarify that the Issue Price represents a discount of approximately 1.65% to the average of the closing prices of HK$9.37 per Share as quoted on the Stock Exchange for the last 30 trading days immediately before the date of the Equity Transfer Agreements.
    2. On page 19 of the Announcement under the subheading 'Issue of Conversion Shares under Specific Mandate' it was stated that the Conversion Price of HK$10.37 per Conversion Share represents (i) a premium of approximately 5.04% to the closing price of HK$10.92 per Share as quoted on the Stock Exchange on the last trading day immediately before the date of the Note Subscription Agreement; (ii) a discount of approximately 1.09% to the average of the closing prices of HK$10.26 per Share as quoted on the Stock Exchange for the last five trading days immediately before the date of the Note Subscription Agreement; and (iii) a discount of approximately 4.83% to the average of the closing prices of HK$9.89 per Share as quoted on the Stock Exchange for the last ten trading days immediately before the date of the Note Subscription Agreement.
      The Company would like to clarify that the Conversion Price represents (i) a discount of approximately 5.04% to the closing price of HK$10.92 per Share as quoted on the Stock Exchange on the last trading day immediately before the date of the Note Subscription Agreement; (ii) a premium of approximately 1.09% to the average of the closing prices of HK$10.26 per Share as quoted on the Stock Exchange for the last five trading days immediately before the date of the Note Subscription Agreement; and (iii) a premium of approximately 4.83% to the average of the closing prices of HK$9.89 per Share as quoted on the Stock Exchange for the last ten trading days immediately before the date of the Note Subscription Agreement.

2

As set out in the Announcement, further details of the Equity Transfer Agreements, the Share Subscription Agreement, the Note Subscription Agreement and the Convertible Note will be set out in the circular to be issued by the Company, including, among others, their basis of consideration, the reasons for these transactions, and the circumstances giving rise to a Conversion Price adjustment.

By order of the Board

E-House (China) Enterprise Holdings Limited

Zhou Xin

Chairman

Hong Kong, 21 August 2020

As at the date of this announcement, the Board of Directors of the Company comprises Mr. Zhou Xin as Chairman and Executive Director, Mr. Huang Canhao, Dr. Cheng Li-Lan and Dr. Ding Zuyu as Executive Directors, Mr. Mo Bin, Dr. Zhu Jiusheng, Ms. Xie Mei and Ms. He Miaoling as Non-executive Directors, and Mr. Zhang Bang, Mr. Zhu Hongchao, Mr. Wang Liqun and Mr. Li Jin as Independent Non-executive Directors.

3

Attachments

  • Original document
  • Permalink

Disclaimer

E-House (China) Enterprise Holdings Limited published this content on 21 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 August 2020 14:39:30 UTC