Media OutReach<\/a> – 19 March 2021 – Zhejiang New Century Hotel Management Co.,
\nLtd.<\/b> (the “Company”, HKEx stock code: 1158) received a voluntary
\nconditional offer made by Kunpeng Asia Limited (“the Offeror”) to acquire all the
\nissued H Shares and Domestic Shares of the Company (except for the shares held
\nby the shareholders who have undertaken not to accept the offers). The
\nComposite Document concerning the privatization and delisting proposal has been
\ndispatched by the Company today. Pursuant to the document, the consideration
\nfor H Share Offer and Domestic Share Offer are HK$18.15 and RMB15.180660 per
\nshare, respectively, representing a premium of approximately 24.7% over the H
\nShare closing price of HK$14.56 as quoted on the Stock Exchange on the Last Trading
\nDate (18 Jan 2021). <\/p>\n
\n
<\/p>\n
\u00a0<\/p>\n
\n
<\/p>\n
Amongst other things, the H Share Offer is
\nsubject to the approval by independent H shareholders in the H Share Class
\nMeeting and the extraordinary general meeting (the “EGM”), as well as a minimum
\nacceptance rate of the H Share Offer being at least 90% of the H Shares held by
\nIndependent H Shareholders. The Domestic Share Offer is conditional upon the H
\nShare Offer becoming unconditional.<\/p>\n
\n
<\/p>\n
\u00a0<\/p>\n
\n
<\/p>\n
In respect of the H Share Offer, independent H
\nshareholders including GreenTree Hospitality Group Ltd., Rongtong Fund
\nManagement Co., Ltd, GEM Holdings Ltd., and Rex Top Global Investments Ltd.
\nhave entered into the irrevocable undertakings in favour of the Offeror,
\nrepresenting approximately 62.73% of the H Shares held by Independent H
\nShareholders. Pursuant to such irrevocable undertakings, the relevant independent
\nH Shareholders have irrevocably agreed and undertaken to, among other things,
\naccept the H Share Offer and support the delisting.<\/p>\n
\n
<\/p>\n
\u00a0<\/p>\n
\n
<\/p>\n
The H Share Class Meeting and the EGM will be held
\non 13 April 2021 to seek for shareholders’ approval on the privatization and
\ndelisting proposal. The first closing date of the H Share Offer is 19 April
\n2021, while the final closing date will be on 17 May 2021 (assuming the Offers
\nhave become unconditional in all respects on the first closing date). <\/p>\n
\n
<\/p>\n
\u00a0<\/p>\n
\n
<\/p>\n
Pursuant to the Composite Document, Somerley
\nCapital Limited (“Somerley Capital”),\u00a0the Independent Financial Advisor
\n(“IFA”), considers that the privatization and the delisting, coupled with the
\nOffers, are fair and reasonable and in the interests of independent shareholders.
\nIn arriving at this conclusion, Somerley Capital has taken into consideration
\nvarious factors including the impact of COVID-19 on the hotel industry, the
\nOffer price’s premium to the current market price of H Shares and Company net
\nassets, that the Offer provides an opportunity for Independent H Shareholders
\nto realize their investments in the Company in light of the Company’s generally
\nlow trading volume, as well as relevant precedents and other comparables. The
\nIndependent Board Committee, having\u00a0considered the advice of the IFA,\u00a0concurs
\nwith the recommendation and would recommend the independent H Shareholders to
\naccept the H Share Offer and voting in favour of the resolutions approving the delisting.\u00a0\u00a0<\/p>\n
\n
<\/p>\n
\u00a0<\/p>\n
\n
<\/p>\n
Offer
\nHighlights:<\/b><\/p>\n\n\n\n|
<\/p>\n H
\n Share Offer Price <\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n For
\n each H Share HK$18.15 in cash<\/p>\n
\n <\/td>\n
\n <\/tr>\n |
\n|
<\/p>\n Premium<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n\n- A
\n premium of approximately 10.0% over the offer price of HK$16.50 per H Share
\n for the global offering of the H Shares in March 2019; <\/li>\n - A
\n premium of approximately 24.7% over HK$14.56 which is the closing price per H
\n Share as quoted on the Stock Exchange on the Last Trading Date;<\/li>\n - A
\n premium of approximately 27.7% over HK$14.21 which is the average closing
\n price per H Share as quoted on the Stock Exchange for the 180 trading days up
\n to and including the Last Trading Date<\/li>\n<\/ul>\n
\n
\n
\n <\/td>\n
\n <\/tr>\n \n|
<\/p>\n Timetable<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n Latest
\n time for lodging transfers of the H Shares in order to be entitled to attend
\n and vote at the H Share Class Meeting and the EGM<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n 7
\n April 2021, 4:30 p.m.<\/p>\n
\n <\/td>\n
\n <\/tr>\n | \n|
<\/p>\n \u00a0<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n H
\n Share Class Meeting<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n 13
\n April 2021, 10:00 a.m.<\/p>\n
\n <\/td>\n
\n <\/tr>\n | \n|
<\/p>\n \u00a0<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n EGM<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n 13
\n April 2021, 11:00 a.m. (or immediately after the conclusion or adjournment of
\n the H Share Class Meeting)<\/p>\n
\n <\/td>\n
\n <\/tr>\n | \n|
<\/p>\n \u00a0<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n First
\n Closing Date<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n 19
\n April 2021<\/p>\n
\n <\/td>\n
\n <\/tr>\n | \n|
<\/p>\n \u00a0<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n Latest
\n time for acceptances of the H Share Offer on the First Closing Date<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n 19
\n April 2021, 4:00 p.m. <\/p>\n
\n <\/td>\n
\n <\/tr>\n | \n|
<\/p>\n \u00a0<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n Final Closing Date (assuming
\n the Offers have<\/p>\n
<\/p>\n become unconditional
\n in all respects on the<\/p>\n
<\/p>\n First Closing Date)<\/p>\n
\n <\/td>\n
<\/p>\n |
<\/p>\n 17
\n May 2021 <\/p>\n
\n <\/td>\n
\n <\/tr>\n<\/tbody>\n<\/table><\/div>\n\n
Source link <\/a><\/p>\n","protected":false},"excerpt":{"rendered":"Independent Financial Advisor and Independent Board Committee Recommend Shareholders to Accept the Offer HONG KONG SAR – Media OutReach – 19 March 2021 – Zhejiang New Century Hotel Management Co.,
Ltd. (the “Company”, HKEx stock code: 1158) received a voluntary
conditional offer made by Kunpeng Asia Limited (“the Offeror”) to acquire all the
issued H …<\/p>\n","protected":false},"author":1,"featured_media":0,"comment_status":"open","ping_status":"open","sticky":false,"template":"","format":"standard","meta":[],"categories":[60],"tags":[],"_links":{"self":[{"href":"https:\/\/eodishasamachar.com\/en\/wp-json\/wp\/v2\/posts\/13305"}],"collection":[{"href":"https:\/\/eodishasamachar.com\/en\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/eodishasamachar.com\/en\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/eodishasamachar.com\/en\/wp-json\/wp\/v2\/users\/1"}],"replies":[{"embeddable":true,"href":"https:\/\/eodishasamachar.com\/en\/wp-json\/wp\/v2\/comments?post=13305"}],"version-history":[{"count":0,"href":"https:\/\/eodishasamachar.com\/en\/wp-json\/wp\/v2\/posts\/13305\/revisions"}],"wp:attachment":[{"href":"https:\/\/eodishasamachar.com\/en\/wp-json\/wp\/v2\/media?parent=13305"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/eodishasamachar.com\/en\/wp-json\/wp\/v2\/categories?post=13305"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/eodishasamachar.com\/en\/wp-json\/wp\/v2\/tags?post=13305"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}} | |