Xu Haohao made a mandatory tender offer to acquire FDG Kinetic Limited (SEHK:378) for HKD 29.04 million on June 24, 2021. Xu Haohao will acquire shares at an offer per share of HKD 0.0043 in cash. The Offeror intends to finance the Offer by its internal funding. Offeror intends to continue the existing business of FDG Kinetic Limited post Offer. The offeror has no intention to privatize the FDG Group and intend to maintain the listing of the Shares on the Stock Exchange. The Offeror will undertake to the Stock Exchange to take appropriate steps to ensure that not less than 25% of the entire issued share capital of FDG Kinetic will always continue to be held by the public. The Offeror does not intend to avail itself of any power of compulsory acquisition of any Shares outstanding after the Closing Date. The transaction is subject to valid acceptances of the offer being received by on the first closing date (or such later time or date as the Offeror may, subject to the Takeovers Code, decide) in respect of such number of shares which, together with shares acquired or agreed to be acquired before or during the offer, will result in the offeror and its concert parties together holding not less than 50% of the voting rights of FDG Kinetic, shares remaining listed and traded on the stock exchange on the first closing date and no indication being received on or before the first closing date from the SFC and/or the stock exchange to the effect that the listing of the shares on the stock exchange is or is likely to be withdrawn; and FDG Kinetic not being ordered to be wound up by the high court of Hong Kong or the court of Bermuda before the first closing date. FDG Kinetic Limited has established the Independent Board Committee comprising all the independent non-executive Directors, namely Chang Sun Bun Benson, Hung Chi Yuen Andrew and Lo Kon Ki to make a recommendation to the Independent Shareholders as to whether the Offer is fair and reasonable and as to acceptance of the Offer. Altus Capital Limited consider that the terms of the Offer are fair and reasonable so far as the Independent Shareholders are concerned. Accordingly, Altus recommend the Independent Board Committee to recommend the Independent Shareholders to accept the Offer, and based on the advise from Altus, the Independent Board Committee of FDG Kinetic Limited recommend the Independent Shareholders to accept the Offer.

Offer will be open from July 26, 2021 to August 23, 2021. Yu Ming Investment Management Limited acted as financial advisor for Xu Haohao. Union Registrars Limited, the receiving agent and Computershare Hong Kong Investor Services Limited as registrar of the Offeror. Chang Sean Pey and Leo Tam of Altus Capital Limited acted as financial advisora to the the Independent Board Committee of FDG Kinetic Limited.

Xu Haohao cancelled the acquisition of FDG Kinetic Limited (SEHK:378) on August 23, 2021. As on August 23, 2021, approximately 0.74% shares were tendered under the offer, due to which the offer became unconditional and lapsed.