Rongyang Industrial (02078) controlling shareholder's internal equity restructuring was exempted from full offer

According to the Zhitong Finance App, Rongyang Industrial (02078) announced that the company was notified by Easy Star Holdings Limited (EasyStar), the controlling shareholder of the company, that Marina Star Limited (Marina Star) will transfer all of EasyStar's shares to Pantellus Ltd. (Pantellus). Marina Star is wholly owned by Highvern Cayman Limited as the trustee of a discretionary trust (Pan Family Trust). Mr. Pan Zhaolong, Chairman of the Company, Executive Director and CEO, is the designated beneficiary of the trust. The entire issued share capital of Pantellus is held by the trustee. The company was informed that the share transfer was a restructuring of the Pan Family Trust's internal corporate structure.

Easy Star holds 900 million shares of the company, accounting for 75% of the company's issued share capital. Immediately prior to the share transfer, Easy Star was wholly owned by Marina Star. Following the share transfer, Easy Star was wholly owned by Pantellus.

As a result of the share transfer, Pantellus has obtained 30% or more of the company's voting rights, so it is generally an obligation to make a mandatory full offer in accordance with Rule 26.1, remark 6 (a) of the “Code on Company Acquisitions, Mergers and Share Repurchases”. In this regard, the company was informed by EasyStar that Pantellus had applied and that the Executive Director of the Corporate Finance Division of the Securities and Futures Commission had granted Pantellus exemption from the obligation to make a full offer of shares in connection with the transfer of shares in accordance with Rule 26.1, remark 6 (a) of the Takeovers Code.