SHAREHOLDING STRUCTURE. (1) Except as disclosed, as of the date hereof, the payment of the issued capital of the Company is in full compliance with the requirements of laws of Cayman Islands and Company’s Articles of Association. All of the issued capital of the Company is held by the Shareholders, free and clear of any Encumbrances. The Company has no legal or contractual obligation to provide any capital investment (whether by loan, capital contribution or otherwise) to any other Person;
SHAREHOLDING STRUCTURE an updated list of the Borrower’s shareholders / stockholders, and if the Borrower is member of a group of companies, the respective group structure chart, without delay since the date of any amendment in any list and/or upon the Bank’s request in this respect;
SHAREHOLDING STRUCTURE. Assuming all of the illustrative numbers of 5,714,285,714 Consideration Shares are allotted and issued to the Vendors, the shareholding structure of the Company before and after Completion of the Proposed Transactions is set out as follows: [This Announcement continues on the next page] Before the completion of the Proposed Transactions After the completion of the Proposed Transactions Direct Interest Deemed Interest Direct Interest Deemed Interest Directors No. of Shares % No. of Shares % No. of Shares % No. of Shares % Li Anhua - - - - - - - - Xxxxxx Xxxxxxxx 2,599,700 1.47 - - 2,599,700 0.0441 - - Xxx Xxx Xxxx, Xxxxxx - - - - - - - - Xxxxxx Xxx Xxx, Xxx - - - - - - - - Substantial Shareholders (other than the Directors) Hajime Sumi (1) - - 9,375,000 5.29 - - 9,375,000 0.1591 Xxx Hwayeon (2) - - 9,375,000 5.29 - - 9,375,000 0.1591 Midori Ichijo (3) - - 16,875,000 9.53 - - 16,875,000 0.2864 Xxxxxxxxx Xxxxxx (4) - - 9,375,000 5.29 - - 9,375,000 0.1591 Co-Prosperity Investment (International) Limited 21,000,000 11.86 - - 21,000,000 0.3565 - - Widerlink Group Limited (5) - - 21,000,000 11.86 - - 21,000,000 0.3565 Vendors and related persons BINEX Inc. - - - - 4,178,254,795 70.9218r - - 3DOM Inc. - - - - 522,281,850 8.8652 - - Biomass Energy Corporation - - - - 261,140,925 4.4326 - - Mebius Inc. - - - - 261,140,925 4.4326 - - Future Science Research Inc. - - - - 491,467,220 8.3422 - - Existing Public 153,472,985 86.67 - - 153,472,985 2.6051 - - Total 177,072,685 100.0 5,891,358,399 100.0 Notes:
SHAREHOLDING STRUCTURE. Schedule 3(z) contains the detailed current shareholding structure of the Controlling Shareholder (the “Shareholding Structure”). There are no pending or to the Knowledge of the Borrower threatened claims of any third party or within the Controlling Shareholder and its, Affiliates and Subsidiaries in connection with the corporate transactions that resulted in the current Shareholding Structure.
SHAREHOLDING STRUCTURE. The chart below sets out the shareholding structure of the Company as at the date of this announcement: SSL Xx. Xx SBL Xx. Xxxxx 4.09% 12.06% 25.74% Company 0.89% 20.76% 0.46% 2.20% BRVL SCGL MCIL Other Disinterested Shareholders 100% Participating Management Shareholders 100%
SHAREHOLDING STRUCTURE. The table below sets out the shareholding structure of the Company as at the date of this announcement and immediately following implementation of the Proposal and completion of the transfer of 100,000,000 fully paid TopCo Shares by Chen Family Trust SPV 2 to CVC HoldCo (see the section headed “Arrangements Material to the Proposal – Consortium Agreement” in this announcement), assuming that: (a) no further Shares will be issued and no further RSUs will be granted under the 2016 Equity Incentive Plan on or before the Record Date; and (b) there will be no other change in the shareholding of the Company before the Effective Date. As at the date of this announcement Immediately following implementation of the Proposal and completion of the transfer of 100,000,000 fully paid TopCo Shares from Chen Family Trust SPV 2 to CVC HoldCo(7) Number of Shares as a percentage of total number of Shares in issue (%) Number of RSUs which have been granted but have not yet vested Number of Shares Number of Shares %
SHAREHOLDING STRUCTURE. The chart included in Section 2.2 of the Schedule of Exceptions sets forth a complete description of the ownership structure of each Group Company and each business enterprise owned or controlled by the Founder (a “Founder Company”).
SHAREHOLDING STRUCTURE. The shareholding structure of the Target Company (including the Target Company’s structure and agreement control structure recorded in the registration authorities) is shown in Appendix 3. The Target Company undertakes and warrants that the shareholding structure shown in Appendix 3 can accurately and completely reflect its shareholding structure as of the date of execution of the Contract.
SHAREHOLDING STRUCTURE. Set out below is the shareholding structure of CSI as at the date of this announcement and immediately after completion of the Subscription Agreement: Upon completion of the Assuming full Subscription Agreement conversion of the Shareholding as at Convertible Notes the date of this at the Initial announcement % Conversion Price % Xxxxxxx Equity together with parties acting in concert with it 2,518,552,062 30.85% 2,518,552,062 29.71% The Subscriber — — 312,000,000 3.68% Other Public CSI Shareholders 5,645,265,012 69.15% 5,645,265,012 66.61% Total 8,163,817,074 100% 8,475,817,074 100% SUMMARY OF EQUITY FUND RAISING ACTIVITIES OF CSI IN THE PAST TWELVE MONTHS The fund raising activities of CSI in the 12 months immediately preceding the date of this announcement are set out below: Announcement date Description Net Amount raised Intended use Proceeds of as announced Actual use of Proceeds 26 May 2009 Rights issue of HK$170.9 million Debt repayment Repayment, of debts of (date of first announcement) 2,223,253,574 Rights Shares of HK$0.008 each at HK$0.078 per rights share on the basis nine rights shares for every twenty shares held and/or as general working capital approximately HK$116 million. The balance of HK$54.9 million was used as general working capital of the Company 27 August 2009 Placing of HK$238.20 million General working capital Applied towards 1,000,000,000 Shares and property related investments property related investments IMPLICATIONS UNDER THE LISTING RULES The Conversion Shares will be issued under the general mandate to issue up to 1,432,763,414 shares granted by CSI Shareholders at the annual general meeting held on 27 August, 2009. Accordingly, the issue of the Convertible Notes is not subject to Shareholders’ approval.
SHAREHOLDING STRUCTURE. Set out below is a table showing the shareholding structure of the Company (i) as at the date of this joint announcement; and (ii) immediately after Completion: As at the date of this joint announcement Immediately after Completion Number of Approximate Number of Approximate Shares % Shares % Vendor 3,798,000 0.63 – – SomaFlex Holdings (Note 1) 475,500,000 79.25 – – Sub-total 479,298,000 79.88 – – Other Directors (Note 2) 4,000 0.00 4,000 0.00 The Offeror – – 479,298,000 79.88 Total public Shareholders 120,698,000 20.12 120,698,000 20.12 Total 600,000,000 100.00 600,000,000 100.00 Note 1: SomaFlex Holdings is beneficially owned as to approximately 98.27% by the Vendor, as to approximately 0.76% by Mr. So Xxx Xxxx (“Mr. So”), as to approximately 0.76% by Xx. Xxxx Chi Xxxx, Xxxxxx (“Xx. Xxxx”) and as to approximately 0.21% by Xx. Xxxxx Xxx Xxxxxx (“Xx. Xxxxx”). The Vendor, Mr. So and Xx. Xxxx are executive Directors while Xx. Xxxxx is the company secretary and the qualified accountant of the Company. Note 2: Each of Mr. So and Xx. Xxxx, both are executive Directors, is personally interested in 2,000 Shares. INFORMATION ON THE OFFEROR The Offeror is an investment holding company and is beneficially and wholly owned by Mr. Pong. The principal activity of the Offeror is investment holding. As at the date of this joint announcement, Mr. Pong is the sole director of the Offeror. Mr. Pong, aged 41, is the executive director and chief executive officer of Richfield Group Holdings Limited (Stock code: 183) (the “Richfield Group”) and is responsible for the overall strategic planning, marketing and management function. Mr. Xxxx is also the chairman of the remuneration committee and a member of the nomination committee of the Richfield Group. He held various positions in a number of charitable organisations in Hong Kong and various senior management positions in multiple local and international companies.
