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世纪建业(00079.HK):于司徒及Barsmark转让建议完成后,ST(79)将持有全部已发行股本约48.64%

Century Legend (00079.HK): After the completion of the recommended transfer to Situ and Barsmark, Special Treat (79) will hold approximately 48.64% of the total issued shares.

Gelonghui Finance ·  Oct 21 18:37

Century Legend (00079.HK) announced that the board of directors received a special treat (79) (holding 88,275,577 shares, representing approximately 27.07% of the company's total issued share capital as of the date of this announcement) informing the following transfer recommendation: (1) Szeto, a director, proposes to transfer all 50,996,250 shares (approximately 15.64% of the company's total issued share capital) held by Barsmark to ST (79). (2) Barsmark proposes to transfer all 19,329,195 shares (approximately 5.93% of the company's total issued share capital) held by Barsmark to ST (79).

After the completion of the transfer recommendations for Szeto and Barsmark, ST (79) will hold a total of 158,601,022 shares, accounting for approximately 48.64% of the company's total issued share capital. According to ST (79), the share transfer documents and transaction receipts for the Szeto and Barsmark transfer suggestions are expected to be executed on or before October 31, 2024.

The board of directors has also been informed by Pangu Investments, Ssky Investments, and Fortune Ocean that if the transfer recommendations for Szeto and Barsmark are implemented, the following transfers are recommended: (3) Pangu, Ssky, and Fortune Ocean propose the transfer of shares held by Barsmark and ST (79) (a total of 107,604,772 shares, representing approximately 33% of the company's total issued share capital), all of which are wholly owned by ST Investments. The issued share capital of ST Investments is respectively owned by (i) Pangu Investments (a company wholly owned by Mr. Zeng Zhaowu, an executive director and chairman of the company); (ii) Ssky Investments (a company wholly owned by Ms. Zeng Zhaowan, an executive director of the company); (iii) Fortune Ocean (a company jointly managed by Ms. Xu Yunsai and Ms. Xu Yunzhi as the joint estate managers of the late Mr. Zeng Zhaopolitical, with all of its issued share capital belonging to Ms. Xu Yunsai and Ms. Xu Yunzhi).

Pangu Investments, Ssky Investments, and Fortune Ocean each intend to transfer all their equity in ST Investments to Mr. Zeng Zhaowu, Ms. Zeng Zhaowan, and the two Ms. Xu. According to Pangu Investments, Ssky Investments, and Fortune Ocean, the share transfer documents for the transfer suggestions are planned to be executed on or before October 31, 2024.

Ocean Sky Intl (79) has applied to the Securities and Futures Commission, and the regulators have approved the exemption from the mandatory general takeover offer obligation under Rule 26.1 of the Takeovers Code in relation to completion of the above transfer recommendations.

It is reported that the main shareholder Szeto (Amusement) is fully owned by Szeto Investments, and the issued share capital of Szeto Investments is fully owned by Szeto International. Ms. Szeto Yulian, a director, wholly owns the equity of Szeto International's total issued share capital. Ms. Szeto is the mother of Mr. Zeng Zhaowu, Ms. Zeng Zhaowan, and the late Mr. Zeng Zhaopolitical (whose estate has been allocated to the two Ms. Xu). According to ST (79), the transfer recommendation for Szeto was made at the request of Ms. Szeto.

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