Hong Kong Exchanges and Clearing Limited and The Stock
Exchange of Hong Kong Limited take no responsibility for the
contents of this announcement, make no representation as to
its accuracy or completeness and expressly disclaim any
liability whatsoever for any loss howsoever arising from or
in reliance upon the whole or any part of the contents of
this announcement.
(Stock Code: 1036)
(1) COMPLETION OF THE SELLING DOWN BY THE CONTROLLING SHAREHOLDER
(2) RESTORATION OF PUBLIC FLOAT; AND (3) RESUMPTION OF TRADING
COMPLETION OF THE SELLING DOWN BY THE CONTROLLING SHAREHOLDER
The Placing by Wkland Investments (the controlling Shareholder) has successfully completed on 24 August 2012. Pursuant to the Placing, Wkland Investments has disposed of 27,007,867 Shares (representing approximately 10.4% of the total issued share capital of the Company) at a price of HK$5.6197 per Share. As informed by the Placing Agent, all the Placing Shares have been placed to independent Placees who are not connected with the directors, the chief executive and the substantial shareholders of Wkland Investments and the Company and their respective subsidiaries and associates (as defined in the Listing Rules) and are not parties acting in concert with Wkland Investments. None of the Placees has become a substantial shareholder (as defined in the Listing Rules) of the Company immediately after completion of the Placing.
RESTORATION OF PUBLIC FLOAT
Immediately after completion of the Placing, Wkland Investments and parties acting in concert with it are interested in 194,763,966 Shares, representing 75% of the total issued share capital of the Company, and will remain as the controlling Shareholder of the Company. The public float of the Company has therefore been restored to 25%, which is in compliance with the 25% minimum public float requirement under Rule 8.08(1)(a) of the Listing Rules.
RESUMPTION OF TRADING
Trading in the Shares was suspended on the Stock Exchange at the request of the Company with effect from 9 : 00 a.m. on 14 August 2012 pending the restoration of the public float of the Shares. Application has been made by the Company to the Stock Exchange for the resumption of trading in the Shares on the Stock Exchange with effect from 9 : 00 a.m. on 27 August 2012.
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Reference is made to the announcement (the
''Announcement'') of the Company dated 21
August 2012. Unless otherwise defined herein, capitalized
terms used in this announcement shall have the same meanings
as those defined in the Announcement.
COMPLETION OF THE SELLING DOWN BY THE CONTROLLING SHAREHOLDER
The Company announced that, on 21 August 2012, Wkland
Investments entered into a placing agreement with CITIC
Securities Corporate Finance (HK) Limited (the
''Placing Agent'') pursuant to
which the Placing Agent agreed to place (the
''Placing''), on a fully-
underwritten basis, 27,007,867 Shares (representing
approximately 10.4% of the total issued share capital of the
Company) (the ''Placing Shares'')
at a price of HK$5.6197 per Share. The Placing by Wkland
Investments (the controlling shareholder) has successfully
completed on 24 August 2012. As informed by the Placing
Agent:
1. the Placing Shares have been placed to independent
corporate and/or institutional placees who are not connected
with the directors, the chief executive and the substantial
shareholders of Wkland Investments and the Company and their
respective subsidiaries and associates (as defined in the
Listing Rules) and are not parties acting in concert with
Wkland Investments (the
''Placees''). Out of all the
Placing Shares, 25,708,000
Placing Shares (representing approximately 9.90% of the total
issued share capital of the Company) have been placed to
Dragon Stream Investments Limited, which is wholly-owned by
CITIC Securities International Company Limited; and
2. none of the Placees has become a substantial shareholder
(as defined in the Listing
Rules) of the Company immediately after completion of the
Placing.
RESTORATION OF PUBLIC FLOAT
Immediately after completion of the Placing, Wkland Investments and parties acting in concert with it are interested in 194,763,966 Shares, representing 75% of the total issued share capital of the Company, and will remain as the controlling Shareholder of the Company. The public float of the Company has therefore been restored to 25%, which is in compliance with the 25% minimum public float requirement under Rule 8.08(1)(a) of the Listing Rules.
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The following is a summary of the shareholding structure of the Company immediately before and after the completion of the Placing:
Immediately before
completion of the Placing
Approximate
% of the
Company's
Immediately after
completion of the Placing
Approximate
% of the
Company's
Number of
Shares
issued share capital
Number of
Shares
issued share capital
Shareholders
Wkland Investments 221,771,833 85.40 194,763,966 75.00
Public Shareholders
Dragon Stream Investments
Limited - - 25,708,000 9.90
Other Placee - - 1,299,867 0.50
Other public shareholders 37 ,91 3 ,4 5514.603 7
,913,45514.60
Total 259,685,288 100.00 259,685,288 100.00
RESUMPTION OF TRADING
Trading in the Shares was suspended on the Stock Exchange at
the request of the Company with effect from 9 : 00 a.m. on 14
August 2012 pending the restoration of the required public
float of the Shares. An application has been made by the
Company to the Stock Exchange for the resumption of trading
in the Shares on the Stock Exchange with effect from 9 : 00
a.m. on 27 August 2012.
By Order of the Board
Winsor Properties Holdings Limited
Que Dong Wu
Executive Director
24 August 2012, Hong Kong
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As at the date of this announcement, the directors of the
Company are:
Executive Directors:
Mr. Zhang Xu, Ms. Que Dong Wu, Mr. Chow Wai Wai, John, Ms.
Chen Chou Mei Mei, Vivien and Mr. Au Hing Lun, Dennis
Non-Executive Directors:
Mr. Wang Wen Jin, Mr. Chan Chi Yu, Mr. Cheng Wai Chee,
Christopher* and Mr. Cheng
Wai Sun, Edward*
Independent Non-Executive Directors:
Mr. Christopher Patrick Langley, Dr. Lo Ka Shui and Mr.
Haider Hatam Tyebjee Barma
* Alternate: Ms. Fung Ching Man, Janet
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