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.

Kaisa Health Group Holdings Limited

佳 兆 業 健 康 集 團 控 股 有 限 公 司

(Incorporated in Bermuda with limited liability)

(Stock Code: 876)

INSIDE INFORMATION

EXTENSION OF THE MATURITY DATE OF THE CONVERTIBLE BONDS

ISSUED BY CONDOR INTERNATIONAL NV

Reference is made to the announcement of Kaisa Health Group Holdings Limited (the "Company") dated 19 October 2016 (the "Announcement") relating to, among others, the subscription of 257,663 unlisted 5% coupon convertible bonds (the "Convertible Bonds") issued by Condor International NV ("Condor International"), a private company incorporated in Belgium which specializes in the sales, distribution and development of the three dimensional intraoral scanners, by United Noble Development Limited ("United Noble"), a wholly-owned subsidiary of the Company, at an aggregate principal amount of EUR5,000,000. Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as those defined in the Announcement.

EXTENSION OF THE MATURITY DATE

The Convertible Bonds were issued to United Noble on 29 November 2016, and in accordance with the terms of the Convertible Bonds, the original maturity date of the Convertible Bonds is 28 November 2019. As at 31 December 2018, the carrying amounts of Convertible Bonds' receivable measured at fair value amounted to HK$47,649,000.

- 1 -

On 24 October 2019, United Noble was informed by Condor International that it may need further time to fulfil its payment obligations under the Convertible Bonds, and on 30 November 2019, United Noble and Condor International entered into an amendment deed to amend and supplement the terms and conditions of the Convertible Bonds, pursuant to which the maturity date of the Convertible Bonds has been extended from 28 November 2019 to 28 November 2020 (the "Extension").

REASONS FOR THE EXTENSION

The Extension was agreed by and between United Noble and Condor International taking into consideration of:

  1. the Group's optimism towards the Chinese market for intraoral scanner (also known as 3D Intra Oral Scanner), which Condor International has been supplying to the Group pursuant to the Exclusive Distribution Agreement entered into between Condor S.A.S as manufacturer, Condor International as supplier and United Noble as distributor on 19 October 2016;
  2. Condor International shall continue to pay its interest payment in the amount of EUR750,000 on 2 December 2019;
  3. Condor International's agreement to pledge its 30% interest in Condor S.A.S in favour of United Noble until all outstanding principal amount and accrued interest are paid in full to United Noble; and
  4. Condor International's agreement to extend the distribution period of Condor International's intraoral scanner for another three (3) years.

Taking into consideration the Group's continuous cooperation with Condor International together with the aforesaid additional security given in favour of the Group, the Board considers that the Extension is fair and reasonable and is in the interests of the Company and its shareholders as a whole.

- 2 -

Save for the above, all other terms and conditions of the Convertible Bonds shall remain unchanged and continue in full force and effect.

By Order of the Board

Kaisa Health Group Holdings Limited

Kwok Ying Shing

Chairman

Hong Kong, 3 December 2019

As at the date of this announcement, the Board comprises four executive Directors, namely Mr. Kwok Ying Shing (Chairman), Mr. Luo Jun (Co-Vice Chairman), Mr. Wu Tianyu (Co- Vice Chairman) and Mr. Xu Hao, and four independent non-executive Directors, namely Dr. Liu Yanwen, Mr. Lau Shui Fung, Mr. Fok Hei Yu and Dr. Lyu Aiping.

- 3 -

Attachments

  • Original document
  • Permalink

Disclaimer

Mega Medical Technology Ltd. published this content on 03 December 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 03 December 2019 13:32:02 UTC