Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities.
In-Tech
(incorporated in the Cayman Islands with limited liability)
(Stock Code: 00464)
Reference is made to the announcement of the Company dated 14 April 2025 (the "Announcement") in relation to, among others, the subscriptions of 46,000,000 Subscription Shares in aggregate at the Subscription Price of HK$0.22 per Subscription Share under the General Mandate. Capitalised terms used in this announcement shall have the same meanings as those defined in the Announcement unless otherwise stated.
The Board is pleased to announce that all the conditions set out in the Subscription Agreements have been fulfilled on 29 April 2025 and the Completion took place on 30 April 2025 in accordance with the terms and conditions of the Subscription Agreements.
Pursuant to the Subscription Agreements, 46,000,000 Subscription Shares in aggregate, representing approximately 7.20% of the issued share capital (as enlarged by the allotment and issue of the Subscription Shares) of the Company as at the date of this announcement, have been allotted and issued by the Company to the Subscribers at the Subscription Price of HK$0.22 per Subscription Share under the General Mandate.
The gross proceeds from the Subscriptions are approximately HK$10.1 million, and the net proceeds from the Subscriptions (after deduction of other expenses of the Subscriptions) are approximately HK$10.0 million. It is expected that such net proceeds from the Subscriptions will be utilised for the purposes as set out in the Announcement.
Immediately after the Completion, none of the Subscribers are regarded as substantial Shareholders and connected persons of the Company under Chapter 14A of the Listing Rules.
To the best of the Directors' knowledge, information and belief after having made all reasonable enquiries, the shareholding structures of the Company immediately before and after the Completion are as follows:
| Immediately before Completion | Immediately after Completion | |||
|---|---|---|---|---|
| Number of Shares | Approximate % | Number of Shares | Approximate % | |
| China Yuen Capital Limited (Note) | 252,132,500 | 42.51 | 252,132,500 | 39.45 |
| Feng Xinhe | 46,672,000 | 7.87 | 46,672,000 | 7.30 |
| Special Opportunity Private Equity Investment Fund No. 3* (特殊機遇私募投資基金 3 號) | 40,927,626 | 6.90 | 40,927,626 | 6.40 |
| Chen Huiru | 33,940,000 | 5.72 | 33,940,000 | 5.31 |
| Subscriber A | - | - | 4,544,000 | 0.71 |
| Subscriber B | - | - | 9,092,000 | 1.42 |
| Subscriber C | 13,456,000 | 2.27 | 27,092,000 | 4.24 |
| Subscriber D | - | - | 2,272,000 | 0.36 |
| Subscriber E | 40,000 | 0.01 | 2,312,000 | 0.36 |
| Subscriber F | - | - | 14,184,000 | 2.22 |
| Other public Shareholders | 205,985,874 | 34.72 | 205,985,874 | 32.23 |
| Total | 593,154,000 | 100.00 | 639,154,000 | 100.00 |
Note:
China Yuen Capital Limited is owned as to 100% by China Investment International Limited, which is owned as to 100% by Asia Glory Management Group Limited, which in turn is owned as to 100% by Luckever Holdings Limited. Luckever Holdings Limited is owned as to 60.87% by Mr. Liu Xuezhong and 39.13% by Ms. Li Yuelan (the spouse of Mr. Liu Xuezhong). By virtue of the SFO, each of China Investment International Limited, Asia Glory Management Group Limited, Luckever Holdings Limited, Mr. Liu Xuezhong and Ms. Li Yuelan was taken to be interested in the 252,132,500 Shares held by China Yuen Capital Limited.
By order of the Board
China In-Tech Limited
Zhang Huijun
Chairman
Hong Kong, 30 April 2025
As at the date of this announcement, the Board comprises three executive Directors, namely Mr. Zhang Huijun, Ms. Cai Dongyan and Mr. Zhou Li Yang, and three independent non-executive Directors, namely Mr. Hu Zhigang, Mr. Zhang Jiayou and Mr. Ma Yu-heng.
Website: www.chinaintech464.com
*For identification purpose only
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