TIDMRCG
RNS Number : 9765O
RCG Holdings Limited
26 September 2013
26 September 2013
RCG Holdings Limited
("RCG" or the "Company" and together with its subsidiaries, the
"Group")
COMPLETION OF PLACING OF NEW SHARES
UNDER GENERAL MANDATE
The Board is pleased to announce that the Placing was completed
on 26 September 2013. An aggregate of 139,230,000 Placing Shares,
representing approximately 20% of the issued share capital of the
Company as at the date of this announcement, have been successfully
placed to more than six Placees at a price of HK0.25 (approximately
GBP0.0201*) per Placing Share, raising gross proceeds of
HK$34,807,500 (approximately GBP2,803,778*).
Reference is made to the announcements ("Announcements") of the
Company dated 10 September 2013 and 13 September 2013 in relation
to the Placing. Terms used in this announcement have the same
meanings as defined in the Announcements unless otherwise
stated.
The Board is pleased to announce that all the conditions of the
Placing have been fulfilled and the completion of the Placing took
place on 26 September 2013. An aggregate of 139,230,000 Placing
Shares, representing approximately 20% of the issued share capital
of the Company as at the date of this announcement, have been
successfully placed to more than six Placees at a price of HK$0.25
(approximately GBP0.0201*) per Placing Share.
To the best of the Directors' knowledge, information and belief
and having made all reasonable enquiries, the Placees and their
ultimate beneficial owners (if any) are Independent Third Parties.
None of the Placees and their respective associates will become a
substantial Shareholder as a result of the Placing.
The net proceeds from the Placing amount to approximately
HK$33,763,275 (approximately GBP2,719,665*) which will be used to
finance the Company's projects.
SHAREHOLDING STRUCTURE
The shareholding structure of the Company immediately before and
after completion of the Placing is as follows:
Shareholding immediately Shareholding immediately
before completion after completion
of the Placing of the Placing
No. of shares % No. of shares %
Crossover Global Limited
(Note 1) 104,352,941 14.99 104,352,941 12.49
Chan Chun Fai (Note
1) 104,352,941 14.99 104,352,941 12.49
Qin Chuhua (Note 1) 104,352,941 14.99 104,352,941 12.49
Yang Zhijian (Note 1) 104,352,941 14.99 104,352,941 12.49
Veron International
Limited
(Note 2) 65,662,832 9.43 65,662,832 7.86
Kung Nina (Estate of
Nina Kung also known
as Nina T.H. Wang) (Note
2) 65,662,832 9.43 65,662,832 7.86
Lam Hok Chung Rainer
(Note 2) 65,662,832 9.43 65,662,832 7.86
Jong Yat Kit (Note 2) 65,662,832 9.43 65,662,832 7.86
Yu Sai Hung (Note 2) 65,662,832 9.43 65,662,832 7.86
The Offshore Group Holdings
Ltd. (Note 3) 53,515,556 7.69 53,515,556 6.40
Chan Chun Chuen (Note
3) 53,515,556 7.69 53,515,556 6.40
Tam Miu Ching (Note
3) 53,515,556 7.69 53,515,556 6.40
Public Shareholders:
Placees - - 139,230,000 16.67
Others 472,645,167 67.89 472,645,167 56.58
----------------- -------- ----------------- --------
696,176,496 100.00 835,406,496 100.00
================= ======== ================= ========
Notes:
1. The entire issued share capital of Crossover Global Limited
("Crossover") is beneficially owned by three individuals, namely
Mr. Chan Chun Fai, Mr. Qin Chuhua and Mr. Yang Zhijian at the
percentage 45%, 29% and 26% respectively. Therefore, Mr. Chan Chun
Fai, Mr. Qin Chuhua and Mr. Yang Zhijian are deemed to be
interested in the 104,352,941 underlying shares held by Crossover
under the Securities and Futures Ordinance (Chapter 571 of the Laws
of Hong Kong) (the "SFO").
2. The entire issued share capital of Veron International
Limited is beneficially owned by Ms. Kung Nina. Therefore, Ms. Kung
Nina is deemed to be interested in the 65,662,832 shares held by
Veron International Limited under the SFO. Mr. Lam Hok Chung
Rainier, Mr. Jong Yat Kit and Mr. Yu Sai Hung solely as Joint and
Several Administrators pendente lite of Estate of Ms. Nina
Kung.
3. The entire issued share capital of The Offshore Group
Holdings Limited ("Offshore") is beneficially owned by an
individual, Mr. Chan Chun Chuen. Ms. Tam Miu Ching is the wife of
Mr. Chan Chun Chuen. Therefore, Mr. Chan Chun Chuen and Ms. Tam Miu
Ching are deemed to be interested in the 53,515,556 shares held by
Offshore under the SFO.
Application will be made to the London Stock Exchange for the
Placing Shares, which rank parri pasu with the Company's existing
issued ordinary shares, to be admitted to trading on AIM. Dealings
are expected to commence at 8.00 a.m. on or around 2 October 2013.
Following the Placing, the Company's total issued ordinary share
capital will be 835,406,496 ordinary shares.
** For the purpose of this announcement, the amounts expressed
in HK$ have been translated into GBP at a rate of GBP1.00 =
HK$12.4145 for illustration purpose only.
RCG Holdings Limited Tel: +852 2637 2800
Danny Chew, Acting Chief Executive Officer
ir@rcg.tv
Smith & Williamson Corporate Finance Limited
(Nominated adviser and broker)
Dr. Azhic Basirov / David Jones Tel: +44 (0) 20 7131 4000
This information is provided by RNS
The company news service from the London Stock Exchange
END
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