对价股份将按发行价发行，即每股对价股份12港元。作为对价一部分将予发行的对价股份总数为5629.18万股，占公司于本公告日期现有已发行股本约8.74%，及经配发及发行对价股份扩大后公司已发行股本约8.04%(假设公司已发行股本于本公告日期至完成日期期间概无其他变动)。对价股份将根据一般授权配发及发行，并将在所有方面与当时已发行其他股份享有同等地位。公司将向联交所申请批准对价股份上市及买卖。YSB (09885) announced that after the trading session of the Hong Kong Stock Exchange on October 15, 2024, the company, ...
According to the announcement from Zhitong Finance APP, YSB (09885) announced that after the trading session of the Hong Kong Stock Exchange on October 15, 2024, the company, the seller, the founder, the target guarantor, Da Dex Hongyi, and Dezhijing entered into the agreement. The seller agreed to sell and the company agreed to purchase the shares for sale (together representing 100% of the issued and outstanding shares of the target company Folding Space (Cayman) Ltd.), for a price of approximately RMB 1.035 billion.
The price of approximately RMB 1.035 billion includes a completion price payable to the seller (i.e., the founder seller, investor seller, and manager seller) of approximately RMB 0.785 billion upon completion, where the cash consideration is RMB 0.36 billion, and the remaining consideration is to be paid by issuing and distributing 38.8689 million consideration shares; upon achieving performance targets, additional consideration payable to the founder seller after the main completion, where the cash consideration is RMB 60 million, and the remaining consideration is to be paid by issuing and distributing 13.0654 million consideration shares; and after meeting the relevant conditions, the manager seller will be paid after completion with 4.3576 million consideration shares to be issued and distributed to the manager seller.
The consideration shares will be issued at the issue price of HK$12 per share. The total number of consideration shares to be issued as part of the consideration is 56.2918 million shares, representing approximately 8.74% of the company's existing issued share capital as of the date of this announcement, and approximately 8.04% of the enlarged issued share capital after the issuance and distribution of consideration shares (assuming that there are no other changes to the issued share capital of the company from the date of this announcement to the completion date). The consideration shares will be issued and distributed under the general mandate and will rank equally in all respects with the then-issued other shares. The company will apply for the listing and trading approval of the consideration shares on the Hong Kong Stock Exchange.
The announcement stated that the acquisition is beneficial for the group to achieve downstream customer synergy and upstream procurement synergy, thereby improving the efficiency of recycling systems and storage infrastructure.
In addition, the company has decided to change the use of the net proceeds of HK$0.167 billion raised from the global offering to invest in or acquire projects related to the company's core business, in order to further expand the company's business.
