CHINA ONLINE<0383> - Announcement
The Stock Exchange of Hong Kong Limited takes no responsibility for
the contents of this announcement, makes no representation as to its
accuracy or completeness and expressly disclaims any liability
whatsoever for any loss howsoever arising from or in reliance upon
the whole or any part of the contents of this announcement.
China Online (Bermuda) Limited
(the `Company')
(Incorporated in Bermuda with limited liability)
DISCLOSEABLE TRANSACTION
The board of directors of the Company announces that it has
disposed of an aggregate of 9,700,000 shares in the issued share
capital of Pacific Century CyberWorks Limited.
The disposal of the PCC Shares by the Company, when aggregated,
constitute a discloseable transaction for the Company under the Rules
Governing the Listing of Securities on the Stock Exchange.
Introduction:
The board of directors of the Company announces that between 3rd
January, 2000 and 2nd February, 2000 the Company disposed of on The
Stock Exchange of Hong Kong Limited (`Stock Exchange') an aggregate
of 9,700,000 ordinary shares (`PCC Shares') in the issued share
capital of Pacific Century Cyberworks Limited (`PCC').
Shares disposed:
An aggregate of 9,700,000 ordinary shares of PCC representing 4.85%
of the total amount of shares in PCC held by the Company. The Company
continues to hold 190,300,000 shares in PCC, representing
approximately 2.1% of the issued share capital of PCC.
Consideration:
The total consideration net of expenses received for the PCC Shares
is approximately HK$176,600,000. The sale price per PCC Share ranged
from approximately HK$16.0 to HK$20.1 each. The disposal of the PCC
Shares constitutes a discloseable transaction for the Company on the
basis that the value of the PCC Shares realised represents more than
15 per cent. of the consolidated net tangible assets of the Company
shown in the Company's audited financial statements for the year
ended 31st December, 1998 adjusted to reflect the interim results of
the Company for the six months ended 30th June, 1999, which were sent
to the Company's shareholders and announced to the public. Such
consolidated adjusted net tangible assets amount to approximately
HK$520,805,000.
Independence of PCC:
PCC is an independent third party not connected with the Company,
its subsidiaries, their respective directors, chief executives,
substantial shareholders or their respective associates (as defined
in the Rules Governing the Listing of Securities on the Stock
Exchange (the `Listing Rules')).
Reasons for the Disposal:
The Directors of the Company consider that there was a divergence in
the business strategy of PCC since the PCC Shares were originally
acquired by the Company. The Company therefore decided to dispose of
the PCC Shares so as to release part of its capital for future
investment which was in line with the Company's strategy of expanding
its existing business, although there are no firm plans for any
specific acquisitions at this time. In view of the above, it is the
current intention of the Company, subject to compliance with the
Listing Rules, to further dispose of its holding of PCC Shares
gradually. A net gain was made on the disposal of the PCC Shares.
Use of Proceeds:
The Directors do not currently have any specific plans as to how the
net proceeds from the disposal will be used and intend to use such
proceeds as general working capital of the Company.
General:
A circular containing the details of the disposal of the PCC Shares
described above will be despatched to shareholders of the Company as
soon as possible.
The Company is an investment holding company and it is, through its
subsidiaries, involved in mobile-phone distribution in Hong Kong and
investing with strategic partners in distribution networks of
telecommunication products in the People's Republic of China.
By Order of the Board
China Online (Bermuda) Limited
Stephen W.K. Law
Director
Hong Kong, 3rd February, 2000
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