編號 Ref. No.: 日期 Date: CD/DNS/CCASS/014/2014 17 January 2014 香港中央結算有限公司 (香港交易及結算所有限公司全資附屬公司) Hong Kong Securities Clearing Company Limited (A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited) 通告 CIRCULAR 事項 Subject: Chong Hing Bank Limited (“CHB”) (Stock Code: 1111) - Voluntary Cash Partial Offer at the offer price of HK$35.69 per share (the “Partial Offer”) and CHB Special Dividend of HKD4.5195 per share in cash (“Special Dividend”) (for Investor Participants Only) 查詢 Enquiry: Hotline 2979 7888 Pursuant to the Composite Document dated 15 January 2014, the Partial Offer would be made by Nomura on behalf of Yuexiu Financial Holdings Limited (the “Offeror”) to acquire a maximum of 326,250,000 CHB Shares from the Qualifying CHB Shareholders at an offer price of HKD35.69 per CHB Share. Upon completion of the Property Transfer, each CHB Shareholder will receive CHB Special Dividend of HKD4.5195 in cash for every CHB Share held as at Record Date, being a date immediately prior to the Final Closing Date of the Partial Offer, whether or not a CHB Shareholder accepts the Offer and, if he does, whether or not the CHB Shares are taken up by the Offeror under the Partial Offer. Capitalized terms used herein shall have the same meanings as those defined in the Composite Document unless the context requires otherwise. Stamp Duty Seller’s ad valorem stamp duty at the rate of 0.1% of the value of the consideration arising on acceptance of the Partial Offer will be payable by the Qualifying CHB Shareholders who accept the Partial Offer. The stamp duty payable will be deducted from the consideration payable to the Qualifying CHB Shareholders under the Partial Offer. Acceptance of the Offer through HKSCC - A Take-over (conditional) Announcement has been set up in CCASS. The latest time for Investor Participants (“Participants”) who wish to input instructions to accept the Partial Offer via CCASS Phone System or Internet System is at 11:00 a.m. on 05 February 2014, the First Closing Date. 香 港 中 環 港 景 街 一 號 國 際 金 融 中 心 一 期 1 2 樓 12/F, One International Finance Centre, 1 Harbour View Street, Central, Hong Kong 電話 Tel: + 8202 22022 1122 傳真 Fax: +8202 22920 3106 網址 Website: www.hkex.com.hk 電郵 E-mail: [email protected] - Upon the Partial Offer has become unconditional in all respects, it will remain open for acceptance for not less than 14 days thereafter. Under such circumstance, HKSCC will set up another Take-over announcement in CCASS for Participants to submit further instructions to accept the Partial Offer. Participants will be kept informed of further updates when the Offeror makes further announcement. - Participants may accept the Partial Offer in respect of some or all of the shareholdings. Subject to the Partial Offer becoming unconditional in all respects, if the tendered shares are partially taken up by the Offeror, an advice will be posted to Participants shortly after the announcement of the results of the Partial Offer detailing the quantity of shares being taken up for each of the instructions submitted. CHB Special Dividend - Participants are advised that any CHB Shares tendered under the Partial Offer before the Final Closing Date are also entitled to receive the CHB Special Dividend. Participants are advised to read the Composite Document of the Company dated 15 January 2014 posted on HKExnews website for details of the Partial Offer. Grace Tong Vice President Depository and Nominee Services
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