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药师帮(09885)拟以10.35亿元收购Folding Space (Cayman) Ltd.已发行及发行在外股本100%

ysb (09885) intends to acquire Folding Space (Cayman) Ltd. with 1.035 billion yuan for 100% of the issued and outstanding share capital.

Zhitong Finance ·  Oct 15 21:11

YSB (09885) announced that after the trading session of the Hong Kong Stock Exchange on October 15, 2024, the company, ...

According to the announcement from Zhitong Finance APP, YSB (09885) announced that after the trading session of the Hong Kong Stock Exchange on October 15, 2024, the company, the seller, the founder, the target guarantor, Da Dex Hongyi, and Dezhijing entered into the agreement. The seller agreed to sell and the company agreed to purchase the shares for sale (together representing 100% of the issued and outstanding shares of the target company Folding Space (Cayman) Ltd.), for a price of approximately RMB 1.035 billion.

The price of approximately RMB 1.035 billion includes a completion price payable to the seller (i.e., the founder seller, investor seller, and manager seller) of approximately RMB 0.785 billion upon completion, where the cash consideration is RMB 0.36 billion, and the remaining consideration is to be paid by issuing and distributing 38.8689 million consideration shares; upon achieving performance targets, additional consideration payable to the founder seller after the main completion, where the cash consideration is RMB 60 million, and the remaining consideration is to be paid by issuing and distributing 13.0654 million consideration shares; and after meeting the relevant conditions, the manager seller will be paid after completion with 4.3576 million consideration shares to be issued and distributed to the manager seller.

The consideration shares will be issued at the issue price of HK$12 per share. The total number of consideration shares to be issued as part of the consideration is 56.2918 million shares, representing approximately 8.74% of the company's existing issued share capital as of the date of this announcement, and approximately 8.04% of the enlarged issued share capital after the issuance and distribution of consideration shares (assuming that there are no other changes to the issued share capital of the company from the date of this announcement to the completion date). The consideration shares will be issued and distributed under the general mandate and will rank equally in all respects with the then-issued other shares. The company will apply for the listing and trading approval of the consideration shares on the Hong Kong Stock Exchange.

The announcement stated that the acquisition is beneficial for the group to achieve downstream customer synergy and upstream procurement synergy, thereby improving the efficiency of recycling systems and storage infrastructure.

In addition, the company has decided to change the use of the net proceeds of HK$0.167 billion raised from the global offering to invest in or acquire projects related to the company's core business, in order to further expand the company's business.

The translation is provided by third-party software.


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