SHOUGANG CENTURY HOLDINGS 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.
Shougang Concord Century Holdings Limited首長寶佳集團有限公司
(Incorporated in Hong Kong with limited liability)
(Stock Code: 103)
SUPPLEMENTAL MEMORANDUM OF UNDERSTANDING RELATING TO THE PROPOSED CAPITAL INJECTION INTO A WHOLLY-OWNED SUBSIDIARY BY ZAOZHUANG MINING GROUP
Reference is made to the announcement of the Company dated 13 July 2014 in connection with the MOU dated 13 July 2014 relating to the Proposed Capital Injection (the "Announcement"). Capitalised terms used in this announcement shall have the same meanings as those defined in the Announcement unless otherwise specified.
Under the MOU, the Company and Zaozhuang Mining shall proceed to negotiate and enter into the Formal Agreement within 360 days from the date of the MOU, that is, by 7 July 2015 (or such other later date as agreed by the parties) (the "Long Stop Date"). The MOU will be terminated if the Formal Agreement is not entered into by the Long Stop Date or upon the execution of the Formal Agreement.
In view of market condition of steel cord industry, more time is required for Zaozhuang Mining to complete both its internal approval process and its due diligence process on Tengzhou Eastern, on 30 June 2015 (after trading hours), the Company and Zaozhuang Mining entered into a supplemental memorandum of understanding (the "Supplemental MOU") whereby the parties agreed to, among other things, extend the Long Stop Date to the effect that the Formal Agreement shall be entered into within 720 days from the date of the MOU, that is, by 1 July 2016 (or such other later date as agreed by the parties).
Save and except the amendments under the Supplemental MOU, all the terms and conditions of the MOU remain unchanged and continue in full force and effect. The Supplemental MOU also does not constitute legally-binding commitment on the part of the parties therein in relation to the Proposed Capital Injection or the proposed strategic cooperation between the Group and Zaozhuang Mining Group after completion of the Proposed Capital Injection. Therefore, Shareholders and potential investors of the Company should exercise caution when dealing in the shares of the Company as the
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The Company will make further announcement(s) as and when appropriate to keep the Shareholders informed of the progress of the Proposed Capital Injection and comply with all applicable requirements under the Listing Rules.
By order of the Board
Chairman
Hong Kong, 30 June 2015
As at the date of this announcement, the Board comprises the following Directors:
Mr. Li Shaofeng (Chairman), Mr. Yang Kaiyu (Managing Director), Mr. Leung Shun Sang, Tony (Non- executive Director), Mr. Zhang Wenhui (Non-executive Director), Mr. Tang Cornor Kwok Kau (Deputy Managing Director), Mr. Liao Jun (Non-executive Director), Mr. Yip Kin Man, Raymond (Independent Non-executive Director) and Mr. Law, Yui Lun (Independent Non-executive Director).
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