The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this joint announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this joint announcement.
This joint announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of the Offeror or PIHL.
Bluestone Global Holdings Limited
(incorporated in the British Virgin Islands with limited liability)
Portico International Holdings Limited 寶 國國 際 控 股 有 限 公 司 *
(incorporated in Bermuda with limited liability)
(Stock Code: 0589)
JOINT ANNOUNCEMENT
PROPOSED PRIVATISATION OF
PORTICO INTERNATIONAL HOLDINGS LIMITED
BY
BLUESTONE GLOBAL HOLDINGS LIMITED BY WAY OF A SCHEME OF ARRANGEMENT
(1) EFFECTIVE DATE
(2) WITHDRAWAL OF LISTING
AND
(3) DESPATCH OF CHEQUES FOR CASH ENTITLEMENTS UNDER THE SCHEME
INTRODUCTION
Reference is made to (i) the joint announcement issued by Bluestone Global Holdings Limited (the ''Offeror'') and Portico International Holdings Limited (''PIHL'') dated 7 June 2018 in relation to the proposed privatisation of PIHL by way of a scheme of arrangement; (ii) the scheme document issued by the Offeror and PIHL dated 4 July 2018 (the ''Scheme Document''); (iii) the joint announcement issued by the Offeror and PIHL dated 27 July 2018 in relation to the results of the Court Meeting and the SGM; and (iv) the joint announcement issued by the Offeror and PIHL dated 20 August 2018 in relation to, among other things, the results of the Court hearing of the petition to sanction the Scheme. Unless otherwise indicated, capitalised terms defined in the Scheme Document shall have the same meanings used herein.
* For identification purpose only
EFFECTIVE DATE
The Board and the Offeror are pleased to announce that on Tuesday, 21 August 2018 (Bermuda time), a copy of the order of the Court sanctioning the Scheme has been delivered to the Registrar of Companies in Bermuda.
As all the other Conditions have been satisfied, upon the delivery of the order of the Court to the Registrar of Companies in Bermuda, the Scheme has become effective whilst the Proposal has become unconditional and has been completed on Tuesday, 21 August 2018 (Bermuda time).
WITHDRAWAL OF LISTING
The withdrawal of listing of the Shares on the Stock Exchange will become effective from 4:00 p.m. on Thursday, 23 August 2018 (Hong Kong time).
DESPATCH OF CHEQUES FOR CASH ENTITLEMENTS UNDER THE SCHEME
Cheques for payment of the consideration payable under the Scheme will be despatched on or before Thursday, 30 August 2018 (Hong Kong time).
By order of the board of | By order of the board of |
Portico International Holdings Limited | Bluestone Global Holdings Limited |
Irene Fung Mei Wong | Edward Tan Han Kiat |
Company Secretary | Director |
Hong Kong, 22 August, 2018 |
As at the date of this joint announcement, the directors of PIHL are:
Executive Directors:
Mr. Alfred Chan Kai Tai Mr. Anthony Paul Chan Ms. Jenny Ching Ching Tan Mr. Kun He
Independent Non-Executive Directors: Mr. Wanhe Zheng
Mr. Antonio Delfin Gregorio Mr. Kevin De-Kang Yin
The directors of PIHL jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than that relating to the Offeror) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than opinions expressed by the Offeror) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.
As at the date of this joint announcement, the directors of the Offeror are:
Mr. Alfred Chan Kai Tai
Mr. Edward Tan Han Kiat
The directors of the Offeror jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than that relating to the PIHL Group) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than opinions expressed by PIHL) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.
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Disclaimer
Portico International Holdings Ltd. published this content on 22 August 2018 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 22 August 2018 09:26:10 UTC