The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this
announcement, makes no representation as to its accuracy or completeness and expressly
disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the
whole or any part of the contents of this announcement.
This announcement appears for information purposes only and does not constitute an
invitation or offer to acquire, purchase or subscribe for securities.
RENTIAN TECHNOLOGY HOLDINGS LIMITED
仁天科技控股有限公司*
(incorporated in the Cayman Islands with limited liability)
(Stock Code: 00885)
COMPLETION OF
PLACING OF NEW SHARES UNDER GENERAL MANDATE
Placing Agent
Reference is made to (i) the announcement issued by Rentian Technology Holdings Limited
(the “Company”) dated 27 June 2017 (the “Placing Announcement”) in relation to the
Placing; (ii) the update announcement in relation to the Placing issued by the Company
dated 30 June 2017 (the “Placing Update Announcement”); and (iii) the supplemental
announcement in relation to the Placing issued by the Company dated 3 July 2017 (the
“Placing Supplemental Announcement”, together with the Placing Announcement, the
Placing Update Announcement, the “Placing Announcements”).
Unless otherwise stated, terms used in this announcement shall have the meanings as those
defined in the Placing Announcement, the Placing Update Announcement and/or the Placing
Supplemental Announcement.
* For identification purpose only
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COMPLETION OF THE PLACING
The Board is pleased to announce that all the conditions to the Placing have been fulfilled
and completion of the Placing took place on 11 July 2017 in accordance with the terms and
conditions of the Placing Agreement.
An aggregate of 1,000,000,000 Placing Shares have been successfully placed to the Sole
Placee, i.e. State Frontier Limited, which is a professional and institutional investor who
and whose ultimate beneficial owner were third parties independent of the Company and
connected persons (as defined in the Listing Rules) of the Company as at the respective
dates of the Placing Announcement, the Placing Update Announcement and the Placing
Supplemental Announcement. As the Sole Placee holds approximately 10.78% of the issued
share capital of the Company as enlarged by the Placing immediately upon completion of the
Placing, it becomes a substantial shareholder (as defined in the Listing Rules) and connected
person of the Company as a result of the Placing.
The 1,000,000,000 Placing Shares represented:
(a)
approximately 9.85% of the issued share capital of the Company as at the respective
dates of the Placing Announcements; and
(b)
8.97% of the issued share capital of the Company as at the date of this announcement.
The Placing Shares were allotted and issued pursuant to the general mandate granted to the
Directors at the annual general meeting of the Company held on 2 June 2017.
The aggregate gross proceeds from the Placing are approximately HK$360 million and the
aggregate net proceeds from the Placing, after deducting the placing commission and other
related expenses, are approximately HK$350.93 million. It is expected that the net proceeds
will be used by the Company as general working capital.
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EFFECT ON SHAREHOLDING STRUCTURE OF THE COMPANY
The table below sets out the shareholding structure of the Company (i) as at the date of the
Placing Announcement; (ii) as at the date of the Placing Update Announcement; and (iii)
immediately upon completion of the Placing:
Shareholding as at
the date of the
Placing Update
Announcement
Number of
Shares
%
Shareholding as at the date
of this announcement
immediately upon
completion of the Placing
Number of
Shares
%
Shareholders
Shareholding as at
the date of the
Placing Announcement
Number of
Shares
%
Mr. King Pak Fu (Note 1)
Ms. Yang Xiaoying (Note 2)
Sole Placee (Note 3)
Other Public Shareholders
5,711,773,350
168,000,000
201,600,000
4,067,017,180
56.28
1.66
1.99
40.07
5,719,373,350
168,000,000
201,600,000
4,059,417,180
56.35
1.66
1.99
40.00
5,726,863,350
168,000,000
1,201,600,000
4,051,927,180
51.37
1.51
10.78
36.34
10,148,390,530
100.00
10,148,390,530
100.00
11,148,390,530
100.00
Total
Notes:
1.
As at the date of this announcement, Mr. King is interested in the share capital of the Company
through his wholly owned companies Mystery Idea Limited and Better Joint Venture Limited, being the
beneficial owner of 5,299,193,350 shares and 43,320,000 shares respectively and through Carnival Group
International Holdings Limited and Swift Fortune Investments Limited, being the beneficial owner of
155,500,000 shares and 228,850,000 shares respectively. Carnival Group International Holdings Limited
is 62.26% indirectly owned by Mr. King and Swift Fortune Investments Limited is wholly-owned by
Carnival Group International Holdings Limited.
2.
These Shares are registered in the name of Toplap International Limited, which is owned as to 90% by Ms.
Yang, an executive Director and the Chief Executive Officer of the Company. By virtue of the SFO, Ms.
Yang is deemed to be interested in all Shares held by Toplap International Limited.
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3.
The Sole Placee was not a connected person of the Company as at the respective dates of the Placing
Announcements and its shareholding in the Company formed part of the public float as at the respective
dates of the Placing Announcements. As the Sole Placee holds approximately 10.78% of the issued
share capital of the Company as enlarged by the Placing immediately upon completion of the Placing, it
becomes a substantial shareholder (as defined in the Listing Rules) and connected person of the Company
as a result of the Placing and its shareholding in the Company does not form part of the public float as of
the date of this announcement.
By Order of the Board
Rentian Technology Holdings Limited
Choi Chi Fai
Executive Director
Hong Kong, 11 July 2017
As at the date of this announcement, the Board comprises the following members:–
Executive Directors
Ms. Yang Xiaoying (Chief Executive Officer)
Mr. Tsang To
Mr. Choi Chi Fai
Independent Non-executive Directors
Mr. Zhang Xiaoman
Mr. Chin Hon Siang
Mr. Huang Xin
Certain figure included in this announcement have been subject to rounding adjustments. Any
discrepancies in the numbers are due to rounding.
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