Cable Broadband (01097) announced that the Company was informed by Yongsheng (the controlling shareholder of the Company) that on September 30, 2021, the Offeror Celestial Pioneer Limited (as the Buyer) entered into a DC Agreement with Mr. Qiu Dachang (as the Seller), pursuant to which the Offeror conditionally agreed to the acquisition and Mr. Qiu Dachang conditionally agreed to sell and transfer the dc sales shares (49 dc sales shares, equivalent to 24.5% of the total number of outstanding shares of Yongsheng) and dc sales loan for a total consideration of HK$148 million;
and enter into ps agreements with profit surge (as the seller) and Mr. Li Silian (as guarantor of the profit surge) pursuant to which the offeror conditionally agreed to the acquisition and profit surge conditionally agreed to sell and transfer the ps sales shares (32 ps sales shares, equivalent to 16.0% of the total number of issued shares of Yongsheng) and the ps sales loan for a total consideration of approximately HK$60.9 million.
As at the date of this Joint Announcement, the Offeror is the single largest shareholder of Yongsheng and holds 31.5% of the total number of issued shares of Yongsheng; Mr. Yau Tat Cheong holds 24.5% of the total number of issued shares of Wing Shing, celestial channel limited (a wholly-owned subsidiary of Chow Tai Fook Enterprises Limited, of which Dr Cheng Ka Chun is the chairman) holds 14.0% of the total number of issued shares of Wing Shing, profit surge (wholly owned by Mr. Lee) holds 16.0% of the total number of issued shares of Wing Shing and spand ocean l.p. (a fund, Its sole general partner is a company wholly owned by Mr. Zhao Linghuan) holds 14.0% of the total number of issued shares of Yongsheng. The total number of dc selling shares and ps sales shares is equivalent to 40.5% of the total number of issued shares of Yongsheng.
Immediately following the completion of the Transaction, the Offeror will hold 72.0% of the total number of issued shares of Yongsheng, celestial channel limited will hold 14.0% of the total number of issued shares of Yongsheng, expand ocean l.p. will hold 14.0% of the total number of issued shares of Yongsheng and such sellers will no longer hold any interest in Yongsheng. Immediately following the completion of the Transaction, the Offeror and Celestial Channel Limited will collectively hold 86.0% of the total number of outstanding shares of Yongsheng.
As at the date of this Joint Announcement, Yongsheng holds approximately 43.2% of the Company's interest. As the Offeror will acquire the statutory control of Wing Sheng (as referred to in the Takeovers Code) upon completion of the Transaction and Wing Sheng's holding of a controlling interest in the Company, the Offeror is required to make a conditional mandatory general offer for all of the Company's issued shares (unless such transaction is owned or agreed to be made to the Acquirer) in accordance with Note 8 of Takeovers Code Rule 26.1 and Guidelines for the Application of the Takeovers Code 19, pending the completion of the Transaction. The offer price for each offer share is HK$0.0264 in cash, representing a 61.2% discount from the closing price of HK$0.0680 per share on 30 September.
It is reported that the Offeror is an investment holding company and its entire issued share capital is directly held by Dr. Cheng Ka Chun. Dr Cheng Ka Chun is also a director of the Offeror. Dr. Cheng Ka Chun is the sole shareholder and director of the Offeror. He is also the Chairman of Chow Tai Fook Enterprises Limited, the sole shareholder of Chow Tai Fook Enterprises Limited, which holds 14.0% of the total issued shares of Wing Shing. Dr. Cheng Ka Chun is also the Vice Chairman and Non-executive Director of the Board.
The Offeror has no intention of making any material changes to the Group's existing operations and operations after the closing of such offers, or to allow the Group to continue to operate its existing business after such offers have closed. The Offeror will continue to ensure that the Group has good corporate governance, monitors and reviews the Group's operations and business from time to time, and may take such actions as it deems necessary or appropriate to optimise the Value of the Group.
The Company has applied to the Stock Exchange for the resumption of trading on the Stock Exchange with effect from 9:00 a.m. on 10 November 2021.
![With more than 9,000 acres of land in the mainland and 67 billion yuan in the bank to eat interest, Zheng Jiachun is the richest man[fig]](data:image/gif;base64,R0lGODlhAQABAIAAAP///wAAACwAAAAAAQABAAACAkQBADs=)