UNCONDITIONAL MANDATORY CASH OFFER Sample Clauses

UNCONDITIONAL MANDATORY CASH OFFER. Upon Completion, the Offeror Parties will own an aggregate of 215,581,614 Ordinary Shares, representing approximately 65.52% of the entire issued share capital of the Company. Of these 208,219,135 Ordinary Shares (representing approximately 63.28% of the entire issued share capital of the Company) will be owned by the Offeror and 7,362,479 Ordinary Shares (representing approximately 2.24% of the entire issued share capital of the Company) will be owned by parties acting in concert with it. Under Rule 26.1 of the Code, the Offeror is required to make a mandatory unconditional cash offer for all the Ordinary Shares not already owned or agreed to be acquired by the Offeror Parties. Standard Chartered Bank, for and on behalf of the Offeror, will make a mandatory unconditional cash offer for all the Ordinary Shares not already owned or agreed to be acquired by the Offeror on the following basis:
Sample 1
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UNCONDITIONAL MANDATORY CASH OFFER. The Purchaser and parties acting in concert with it do not hold any Shares or other relevant securities (as defined in Note 4 to Rule 22 of the Takeovers Code) of the Company as at the date of this announcement. Upon Completion, the Purchaser and parties acting in concert with it will own 707,110,832 Shares, representing approximately 66.18% of the entire issued share capital of the Company as at the date of this announcement. In accordance with Rule 26.1(a) of the Takeovers Code, upon Completion, the Purchaser and parties acting in concert with it will be required to make the Offer for all the issued Shares (other than those Shares already owned by or agreed to be acquired by the Purchaser and parties acting in concert with it). The principal terms of the Offer are set out in the section headed “Unconditional mandatory cash offer” in this announcement. As at the date of this announcement, there are no outstanding warrants, derivatives or convertibles which may confer any rights to the holder(s) thereof to subscribe for, convert or exchange into the Shares.
Sample 1
UNCONDITIONAL MANDATORY CASH OFFER. The Purchaser and parties acting in concert with it do not hold or has control or direction over any Shares and other relevant securities (as defined in Note 4 to Rule 22 of the Takeovers Code) of the Company as at the date of this announcement. Upon Completion, the Purchaser and parties acting in concert with it will own 707,110,832 Shares, representing approximately 66.18% of the entire issued share capital of the Company as at the date of this announcement. Under Rule 26.1(a) of the Takeover Code, upon Completion, the Purchaser will be required to make an unconditional mandatory cash offer for all the issued Shares, other than those Shares already owned by or agreed to be acquired by the Purchaser and parties acting in concert with it. The Offer, if and when made, will be unconditional in all respects. CITIC Securities will, for and on behalf of the Purchaser, make the Offer on the following terms in accordance with Rule 26.1 of the Takeovers Code: For each Offer Share HK$0.50, in cash The Offer Price is the same as the price per Sale Share paid and payable by the Purchaser to Vendor 2 under the S&P Agreement 2 with HK$0.50 per Offer Share payable in cash to the Shareholders in respect of acceptances of the Offer as soon as possible but in any event within 7 business day (as defined in the Takeovers Code) following the receipt of the relevant documents of title to render each such acceptance complete and valid. Total consideration Based on the purchase price of HK$0.251 per Sale Share for 707,110,832 Shares from Vendor 1, 42,738,754 Shares at HK$0.50 per Sale Share from Vendor 2 and the Offer Shares of 318,619,274 at the Offer Price of HK$0.50 each, the Offer is valued at an aggregate amount of approximately HK$159.3 million, and the entire issued share capital of the Company is valued at approximately HK$358.2 million. A comparison of the Offer Price to the closing prices of the Shares is set out above under the heading “Consideration for the Sale Shares”. Confirmation of Financial Resources The consideration payable under the S&P Agreements and in respect of acceptances under the Offer will be met from the internal resources of the Purchaser. CITIC Securities and ING, as the joint financial advisers to the Offeror, are satisfied that sufficient resources are available to the Purchaser to satisfy full acceptances of the Offer. Highest and lowest Share prices The highest and lowest closing prices of the Shares as quoted on the Stock Exchange during the ...
Sample 1
UNCONDITIONAL MANDATORY CASH OFFER. Upon completion of the Sale and Purchase Agreement, the Offeror Parties will own an aggregate of 215,581,614 Ordinary Shares representing approximately 65.52% of the entire issued share capital of the Company. Under Rule 26.1 of the Code, the Offeror would be required to make a mandatory unconditional cash offer for all the Ordinary Shares not already owned, or agreed to be acquired, by the Offeror Parties. As stated in the Offer Announcement, subject to completion of the Sale and Purchase Agreement having taken place, Standard Chartered Bank, for and on behalf of the Offeror, will make a mandatory unconditional cash offer for all the Ordinary Shares not already owned, or agreed to be acquired, by the Offeror on the following basis: For each Offer Share HK$58 in cash The Independent Board Committee will be appointed to advise the independent Shareholders in respect of the Offer. An independent financial adviser will also be appointed to advise the Independent Board Committee. An announcement will be issued by the Company to inform Shareholders of such appointments as soon as practicable after such appointments.
Sample 1

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