Zhuoyue Holdings (00653): Proposed share capital restructuring and change of trading unit per lot

According to the Zhitong Finance App, Zhuoyue Holdings (00653) issued an announcement. The board of directors proposed a share capital restructuring, which includes the following items:

(1) Share consolidation. According to this, each 30 issued and unissued existing shares with a face value of HK$0.01 per share will be merged into 1 consolidated share with a face value of HK$0.30 per share, and the total number of consolidated shares in the issued share capital of the Company will be rounded down to a whole number by cancelling any fragmented shares in the Company's issued share capital. Fragmented consolidated shares will be ignored and will not be issued to shareholders; however, all such piecemeal consolidated shares will be collected and, where possible, sold, and the proceeds will be owned by the Company. Fragmented consolidated shares will only be created based on the total amount of shares held by the shareholder, regardless of how many shares the holder holds;

(2) Reduction in share capital, according to which (a) any fragmented consolidated shares in the issued share capital of the Company resulting from the share merger will be cancelled; and (b) by cancelling the paid-up capital of HK$0.29 per issued consolidated share, the face value of each issued consolidated share will be reduced from HK$0.30 to HK$0.01, so that each issued consolidated share becomes 1 new share with a face value of HK$0.01 per share after this reduction;

(3) The proceeds from the share capital reduction will be used to offset the Company's cumulative losses on the effective date of the share capital reduction, thereby reducing the Company's cumulative losses. The balance of the deposit (if any) will be transferred to the Company's allocable reserve account and used for purposes permitted by all applicable laws and the Company's articles of association and as the Board of Directors deems appropriate; and

(4) Detailed breakdown. According to this, immediately after the share capital reduction takes effect, each authorized but unissued consolidated share will be split into 30 statutory but unissued new shares with a face value of HK$0.01 per share.

As of the date of this announcement, the authorized share capital of the Company was HK$100 million, divided into 10 billion existing shares with a face value of HK$0.01 per share. Of these, 1,875 billion existing shares have been issued and paid up or recorded as fully paid. Assuming that from the date of this announcement until the effective date of the capital restructuring (including that date), there will be no further issuance, repurchase or return of existing shares. The authorized share capital of the Company will be HK$100 million, divided into 10 billion new shares with a face value of HK$0.01 per share. Of these, 62.4959 million new shares will be issued and paid up or recorded as fully paid up.

After the share capital restructuring takes effect, each trading unit of shares on the Stock Exchange will be changed from 12,000 existing shares to 5,000 new shares.