Ronshine Serv (02207.HK) announced on November 22 that it is recommended, in accordance with Article 86 of the Companies Law of the Cayman Islands, for the offeror to privatize Ronshine Serv Group Limited by way of an agreement arrangement. The offeror Ronxin Yipin Limited and the respective boards of directors of the companies jointly announced that on November 15, 2024, the offeror requested the board of directors to present proposals to the planned shareholders in a planned manner to privatize the company. If the proposal is approved and implemented, it will lead to the offeror privatizing the company under Article 86 of the Companies Law and delisting the shares on the Stock Exchange.
If the proposal is approved and implemented, according to the plan: (a) all 133,104,000 planned shares held by planned shareholders will be cancelled and removed on the effective date, at a price of the cancellation price (i.e. HK$0.60 per cancelled and removed planned share), to be paid in cash; (b) at the cancellation of the planned shares, the company's issued share capital will be increased by issuing to the offeror an equal number of shares in accounting terms to maintain the fully paid-up status of the shares. The reserves recorded in the company's account books due to the cancellation and removal of the planned shares will be used to fully pay up the new shares issued to the offeror at face value; (c) after the plan becomes effective, the company will apply to the Stock Exchange for the delisting of the shares on the Stock Exchange in accordance with Rule 6.15 of the Listing Rules, effective from the effective date.
Lee & Lee has been appointed as an independent financial advisor to provide advice to the Independent Board Committee on the terms of the proposal and the plan. The Independent Board Committee has approved the appointment of Lee & Lee. After the plan becomes effective, all planned shares will be cancelled and removed (with an equal number of new shares issued to the offeror and recorded for full payment), and the planned shares will no longer have the effect of ownership documents or certificates. The company will apply to the Stock Exchange for the delisting of the shares on the Stock Exchange in accordance with Rule 6.15 of the Listing Rules, effective from the effective date.
The company has applied to the Stock Exchange for trading of shares to resume on November 25, 2024 (Monday) at 9:00 am.