RESUMPTION OF TRADING. At the request of the Company, trading of the Shares was halted with effect from 9:00 a.m. on Monday, 7 July 2014 pending the publication of this announcement. Application has been made by the Company to The Stock Exchange of Hong Kong Limited for resumption of trading in the Shares with effect from 9:00 a.m. on Friday, 11 July 2014. The Company wishes to emphasize that only the Framework Agreement has been entered into as at the date of this announcement. The Proposed Transactions, which are subject to conditions set out in the Framework Agreement, may or may not proceed. Shareholders and potential investors are urged to exercise caution when dealing in the securities of the Company. This announcement is made by Hopefluent Group Holdings Limited (the “Company”) pursuant to Rule 13.09 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”) and the inside information provisions under Part XIVA of the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong) (the “SFO”). The board (“Board”) of directors of the Company (the “Directors”) is pleased to announce that on 10 July 2014, the Company entered into a binding framework agreement (the “Framework Agreement”) with SouFun Holdings Limited (“SouFun”) in respect of (i) the proposed subscription of new ordinary shares of HK$0.01 each in the share capital of the Company (the “Shares”) by SouFun (the “Proposed Subscription”) and (ii) the proposed strategic cooperation between the Company and SouFun in certain areas which the parties are engaged in and the formation of a joint venture company (the “JV Co”) to conduct real estate financial and Internet financial services businesses (the “Proposed Strategic Cooperation”) (the Proposed Subscription and the Proposed Strategic Cooperation together referred to as the “Proposed Transactions”). Pursuant to the Framework Agreement, the Company and SouFun agreed to enter into formal agreements setting out the detailed terms and conditions of the Proposed Transactions within 30 days from the date of the Framework Agreement. Further announcement will be made by the Company when formal agreement has been entered into by the Company and SouFun in respect of the Proposed Transactions.
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RESUMPTION OF TRADING. At the request of the Company, trading in the Shares on the Main Board of the Shares Stock Exchange was halted suspended with effect from 9:00 a.m. 2:37 p.m. on Monday, 7 July 2014 12 March 2009 pending the publication release of this announcement. Application has been made by for the Company to The Stock Exchange of Hong Kong Limited for resumption of trading in the Shares on the Main Board of the Stock Exchange with effect from 9:00 9:30 a.m. on Friday, 11 July 2014. The Company wishes to emphasize that only the Framework Agreement 24 March 2009 has been entered into as at made by the date Company. Reference is made to the joint announcements dated 24 February 2009 and 11 March 2009 (the “Joint Announcements”) issued by the Board and the board of the Subscriber and the announcement of the Company dated 17 March 2009 with regards to, among other things, the Group Reorganisation, the Creditor Scheme and the Subscription Agreement. Unless otherwise stated, terms defined in the Joint Announcements have the same meanings in this announcement. The Proposed TransactionsPreliminary agreement between the Company and its creditors Pursuant to the terms of the Subscription Agreement and the extension deed entered into by the Company and the Subscriber on 11 March 2009, which are if the Company cannot reach preliminary agreement with at least a majority in both value and number of the creditors of the Company in respect of the major terms of the Creditor Scheme on or before 20 March 2009 (or such other date as mutually agreed by the Company and the Subscriber), the Company has the right (but not as an obligation) to give a notice in writing to the Subscriber to terminate the Subscription Agreement. In this connection, the Board wishes to inform the Shareholders and potential investors that the Company has been informed by certain creditors of the Company (the “Supporting Creditors”) that, subject to conditions set out review of the final documentation and security package offered and being satisfied with the same under the Creditor Scheme, the Supporting Creditors support the Creditor Scheme as proposed in the Framework Subscription Agreement (though such support is indicative and non-binding and each of the Supporting Creditors reserves its right to withdraw its support at any time). In light of the support to the Creditor Scheme from the Supporting Creditors, the Company has decided not to exercise its right under the Subscription Agreement to give a notice in writing to the Subscriber to terminate the Subscription Agreement, may or may not proceed. Further announcement(s) will be made to inform the Shareholders and potential investors of any further developments as and when appropriate. Shareholders and potential investors should be aware that the Subscription is subject to certain conditions being fulfilled or waived (if applicable) and may or may not be completed and hence Shareholders and potential investors are urged advised to exercise caution when dealing in the securities of the Company. This announcement is made In addition, the Board would also like to inform the Shareholders and potential investors that based on the information available from certain of its creditors, the Company learns that some of the Company’s creditors and their advisers have been formally approached by Hopefluent Group Holdings Limited an independent third party (the “CompanyIndependent Third Party”) pursuant to Rule 13.09 who has expressed interest in investment in the Company with an alternative restructuring proposal. However, so far as the Board is aware, such alternative restructuring proposal has not been further considered by such creditors of the Rules Governing Company. Accordingly, the Listing of Securities on The Stock Exchange of Hong Kong Limited (Board has decided not to have any formal discussion with the “Listing Rules”) and Independent Third Party regarding the inside information provisions under Part XIVA alternative restructuring proposal. Possible amendment to the existing terms of the Securities Subscription Agreement The Board would like to advise the Shareholders and Futures Ordinance (Cap. 571 potential investors that the Company is currently discussing and in negotiations with the Subscriber on certain terms of the Laws of Hong Kong) (Subscription Agreement, which may result in certain amendments to the “SFO”). The board (“Board”) of directors existing terms of the Company (Subscription Agreement. As at the “Directors”) is pleased to announce that on 10 July 2014, the Company entered into a binding framework agreement (the “Framework Agreement”) with SouFun Holdings Limited (“SouFun”) in respect date of (i) the proposed subscription of new ordinary shares of HK$0.01 each in the share capital of the Company (the “Shares”) by SouFun (the “Proposed Subscription”) and (ii) the proposed strategic cooperation between the Company and SouFun in certain areas which the parties are engaged in and the formation of a joint venture company (the “JV Co”) to conduct real estate financial and Internet financial services businesses (the “Proposed Strategic Cooperation”) (the Proposed Subscription and the Proposed Strategic Cooperation together referred to as the “Proposed Transactions”). Pursuant to the Framework Agreementthis announcement, the Company and SouFun agreed the Subscriber have not yet finalised the details of such amendments. However, so far as the Board is aware, the Whitewash Waiver shall not be affected by any amendments to enter into formal agreements setting out the detailed terms and conditions of the Proposed Transactions within 30 days from the date of the Framework Subscription Agreement. Further announcement will be made to inform the Shareholders and potential investors as and when appropriate. Resumption of trading At the request of the Company, trading in the Shares on the Main Board of the Stock Exchange was suspended with effect from 2:37 p.m. on 12 March 2009 pending the release of this announcement. Application for the resumption of trading in the Shares on the Main Board of the Stock Exchange with effect from 9:30 a.m. on 24 March 2009 has been made by the Company when formal agreement has been entered into by the Company and SouFun in respect Company. Hong Kong, 23 March 2009 By Order of the Proposed Transactions.Board Ngai Lik Industrial Holdings Limited Xxx Man Xxxx Chairman * For identification purpose only
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Samples: Preliminary Agreement
RESUMPTION OF TRADING. At the request of the Company, trading of the Shares was halted with effect from 9:00 a.m. on Monday, 7 July 2014 pending the publication of this announcement. Application has been made by the Company to The Stock Exchange of Hong Kong Limited for resumption of trading in the Shares with effect from 9:00 a.m. on Friday, 11 July 2014. The Company wishes to emphasize that only the Framework Agreement has been entered into as at the date of this announcement. The Proposed Transactions, which are subject to conditions set out in the Framework Agreement, may or may not proceed. Shareholders and potential investors are urged to exercise caution when dealing in the securities of the Company. This announcement is made by Hopefluent Group Holdings Limited (the “Company”) Company pursuant to Rule 13.09 17.10 of the GEM Listing Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”) and the inside information provisions under Part XIVA of the Securities and Futures Ordinance (Cap. 571 of the 571, Laws of Hong Kong) (the “SFO”). The board (“Board”) of directors Reference is made to the announcement of the Company (dated 23 September 2014 in relation to the “Directors”) is pleased halt in the trading in the Shares on GEM pending the release of an announcement in relation to announce that on 10 an inside information of the Company. The MOU On 3 July 2014, the Company entered into Leading Investor and the Investors (of which include the Target Company) executed a binding framework agreement (memorandum of understanding in relation to the “Framework Agreement”) with SouFun Holdings Limited (“SouFun”) Casino Project, pursuant to which the relevant parties agreed that the Casino Project is to be led by the Leading Investor to explore the potential business opportunities arising therefrom. The Casino Project is to be developed and constructed on a project site in respect a country in the Caucasus region of (i) Eurasia. It is a tentative plan that the proposed subscription of new ordinary Leading Investor shall incorporate and subscribe for shares of HK$0.01 each the SPV for the operation of the Casino Project, and the Investors will invest in the Casino Project by subscribing for shares in the SPV in accordance with the Leading Investor’s and the Investors’ respective shareholding interests of and in the SPV to be further negotiated and agreed, if any, in the future. The Investors are interested in the Casino Project, and subject to the signing of the formal definitive agreement(s), for the purposes of the furtherance of the Casino Project, the parties to the MOU agreed to co-operate with each other in accordance with the MOU. The Sale and Purchase Agreement On 23 September 2014, Sun First, as the purchaser, executed the Sale and Purchase Agreement with China Swan Resources (Group) Limited, as the vendor, and the Target Company for and in relation to the sale of the entire issued share capital of the Target Company (the “Shares”) by SouFun (the “Proposed Subscription”) and (ii) the proposed strategic cooperation between the Company and SouFun in certain areas which the parties are engaged in and the formation of a joint venture company (the “JV Co”) to conduct real estate financial and Internet financial services businesses (the “Proposed Strategic Cooperation”) (the Proposed Subscription and the Proposed Strategic Cooperation together referred to as the “Proposed Transactions”)Sun First. Pursuant to the Framework Sale and Purchase Agreement, in accordance with the shareholding percentage in the SPV as agreed among the Leading Investor and the Investors, the Target Company and SouFun agreed shall be entitled to enter into formal agreements setting out the detailed terms and conditions subscribe for 20% of the Proposed Transactions within 30 days from entire issued share capital of the SPV. As at the date of this announcement, the Framework Agreement. Further announcement will be made by the Company when formal agreement has been entered into by the Company and SouFun in respect acquisition of the Proposed TransactionsTarget Company by Sun First from China Swan Resources (Group) Limited has not yet been completed.
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Samples: www1.hkexnews.hk
RESUMPTION OF TRADING. At the request of the Company, trading of the Shares was halted with effect from 9:00 a.m. on Monday, 7 July 2014 pending the publication of this announcement. Application has been made by the Company to The Stock Exchange of Hong Kong Limited for resumption of trading in the Shares with effect from 9:00 a.m. on Friday, 11 July 2014. The Company wishes to emphasize that only the Framework Agreement has been entered into as at the date of this announcement. The Proposed Transactions, which are subject to conditions set out in the Framework Agreement, may or may not proceed. Shareholders and potential investors are urged to exercise caution when dealing in the securities of the Company. This announcement is made by Hopefluent Group Holdings Limited L’Occitane International S.A. (the “‘‘Company”’’, and together with its subsidiaries, the ‘‘Group’’) pursuant to Rule 3.7 of the Hong Kong Code on Takeovers and Mergers (the ‘‘Takeovers Code’’), Rule 13.09 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “‘‘Listing Rules”) ’’), and the inside information provisions under Part XIVA of the Securities and Futures Ordinance (Cap. Chapter 571 of the Laws of Hong Kong) (the “‘‘SFO”’’). We refer to the clarification announcement of the Company dated 27 July 2023 (the ‘‘Clarification Announcement’’) and the announcement of the Company dated 9 August 2023 in respect of the trading halt of the securities of the Company (‘‘Shares’’) pending the release of an announcement containing inside information of the Company. MARKET UPDATE The board (“Board”) of directors of the Company (the “Directors”‘‘Board’’) is pleased to announce that on 10 July 2014has noted the recent unusual movement in the price and trading volume of the Shares. Since the Clarification Announcement, the Company has become aware of additional media reports about the Company’s controlling shareholder and director planning to privatise the Company and relist the Company’s securities on another stock exchange. The Company notes that these media reports include additional market rumours and speculations, including a misleading timetable and baseless rumour about the offer price, which is speculated to be HK$35.00 per Share. The Company has been informed by its controlling shareholder, L’Occitane Groupe S.A., that it is contemplating a possible transaction, and assuming that it is feasible and if it proceeds, which is uncertain at this stage, it is contemplated that the controlling shareholder would make a conditional voluntary general offer under the Takeovers Code. Nevertheless, the controlling shareholder is still considering its options, including the option of not pursing any transaction at all, depending on market conditions and pending a feasible financing and structure option. The controlling shareholder has confirmed to the Board that, as at the date of this announcement, no definite plans have been approved (including regarding structure and financing), no definitive agreements relating to any of these options, including the contemplated transaction, have been entered into a binding framework agreement into, and no definite proposal and terms can be put forward to the Board. The controlling shareholder has further confirmed to the Board that the speculated price contained in the media reports is false and without basis, and this figure was neither authorised nor came from the controlling shareholder; any potential offer price, if the contemplated transaction proceeds to that stage, would be determined with reference to the undisturbed price of HK$20.95 per Share (i.e., the “Framework Agreement”closing price as of 25 July 2023, which is prior to release of the media reports) with SouFun Holdings Limited (“SouFun”) and the undisturbed average daily closing price of HK$20.41 per Share for the 30 trading days leading up to and including the undisturbed date. The potential offer price would be no less than HK$26.00 per Share. The Board confirms that, as at the date of this announcement, it has not received any firm offer from its controlling shareholder or any other person in respect of (i) the proposed subscription of new ordinary shares of HK$0.01 each a general offer in the share capital securities of the Company (Company. Aside from what is disclosed in this announcement, the “Shares”Board confirms that it is not aware of any information that would need be announced to avoid a false market in the Company’s securities or of any inside information that would need to be disclosed under Part XIVA of the SFO. MONTHLY UPDATE In accordance with Rule 3.7 of the Takeovers Code, monthly announcement(s) by SouFun (the “Proposed Subscription”) and (ii) the proposed strategic cooperation between the Company and SouFun in certain areas which the parties are engaged in and the formation will be made until announcement of a joint venture company (the “JV Co”) firm intention to conduct real estate financial and Internet financial services businesses (the “Proposed Strategic Cooperation”) (the Proposed Subscription and the Proposed Strategic Cooperation together referred make an offer pursuant to as the “Proposed Transactions”). Pursuant to the Framework Agreement, the Company and SouFun agreed to enter into formal agreements setting out the detailed terms and conditions Rule 3.5 of the Proposed Transactions within 30 days from the date Takeovers Code or of the Framework Agreementa decision not to proceed with an offer is made. Further announcement announcement(s) will be made by the Company as and when formal agreement has been entered into by appropriate or required in accordance with the Company Listing Rules and SouFun in respect of the Proposed TransactionsTakeovers Code (as the case may be).
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Samples: group.loccitane.com
