On November 28,格隆汇announced that nt pharma (01011.HK) entered into a subscription agreement with subscriber A Golden Base Investment Limited and subscriber B Mr. Yang Yi on November 28, 2024. Accordingly, the company has conditionally agreed to (i) distribute and issue to subscriber A, and subscriber A has conditionally agreed to subscribe for 0.264 billion new shares at a subscription price of HK$0.33 per share, with a total consideration of HK$87 million, which will be used to repay the outstanding principal and accrued interest of shareholders' loans under agreement A of HK$87 million through offsetting loan repayments.
And (ii) distribute and issue to subscriber B, and subscriber B has conditionally agreed to subscribe for 0.1465 billion new shares at a subscription price of HK$0.33 per share, with a total consideration of HK$48.35 million, which will be used to repay the outstanding principal and accrued interest of loans under agreement B of HK$48.35 million through offsetting loan repayments.
Upon completion, the outstanding principal and accrued interest of loans under agreements A and B of HK$87,000,000 and HK$48,351,648.35, respectively, will be considered repaid.
On the subscription agreement date, the remaining balance under agreements A and B of HK$7,468,117.93 and HK$2,537,547.43, respectively, including any accrued interest, where subscriber B has committed in the subscription agreement not to make any claims against the company in any circumstances.
According to the subscription, the subscribed shares will be issued at the subscription price per share, equivalent to: (a) approximately 155.31% of the company's existing issued share capital; and (b) approximately 60.83% of the enlarged issued share capital following the distribution and issuance of the subscribed shares.
The director believes that capitalizing loans is advantageous for the company as it will significantly reduce the group's overdue, required, and/or due for repayment within twelve months debts, hence alleviating the working capital pressure and improving the group's financial position. Additionally, based on an interest rate of 12%, the potential annual decrease in interest expense after capitalizing loans is approximately HK$10,440,000. Compared to the group's profit of RMB 661,000 for the six months ended June 30, 2024, such interest expenses are significant, therefore capitalizing loans will also improve the group's profitability.