DOYEN INTL HOLD to be privatized with a premium of approximately 78.57% by Silver Bond, to resume trading on September 3rd

According to the Zhitong Finance APP, Doyen International Holdings (00668) and the offeror Yinbang Holdings Limited jointly announced that Yinbang (the offeror) with mortgage rights over 785 million shares (approximately equivalent to 61.64% of the company's issued share capital) held by Huayin shareholders (i.e. Huayin, Shengzhi, Sino Consult, Mr. Luo, and Ms. Zhao (each being one of the offerors acting in concert)) proposed to privatize the company. In light of this, the offeror and the company jointly announced that on August 23, 2024, the offeror requested the board of directors to present the proposal to the planned shareholders and privatize the company in accordance with Article 673 of the company's articles by way of a scheme arrangement.

All planned shares issued on the record date will be cancelled and removed on the effective date, and cash cancellation price of HKD 0.350 will be paid for each cancelled and removed planned share. (According to irrevocable commitments, each Huayin shareholder has committed: after the plan becomes effective; and if the offeror decides to offset debts equal to the cancellation price of HKD 0.350 for each cancelled and removed Huayin planned share on an equal basis, each Huayin shareholder will agree to this alternative arrangement. Yinbang (the offeror) subsequently confirmed its intention to offset debts.)

The cancellation price of HKD 0.350 represents a premium of approximately 78.57% over the closing price of HKD 0.196 per share on August 23, 2024.

After the plan becomes effective, all planned shares issued on the record date will be cancelled and removed, and the shares of such planned shares will no longer have the effect of ownership documents or certificates. The company will apply to the Stock Exchange for the cancellation of the listing status of the shares on the Stock Exchange in accordance with Rule 6.15(2) of the Listing Rules, which will take effect shortly after the effective date.

Since 2015, due to the relatively low trading volume of the above shares and the downward trend in share prices over the past few years, the company has not conducted any equity financing activities. Under these circumstances, the company is unable to fully utilize its current listing platform as a source of funding for its long-term growth. It is expected that continuing the listing of shares in the near future may not bring any meaningful benefits to the company.

The privatization of the company is expected to enable the offeror to make strategic decisions focusing on long-term growth and interests, free from the pressures of market expectations, stock price fluctuations, and compliance requirements arising from the company being a publicly listed company.

The proposal involves delisting the company, and is expected to reduce administrative costs and management resources related to maintaining the company's listing status and complying with regulatory requirements. The proposal also provides more flexibility for the group to achieve long-term business development without being affected by stock price fluctuations and the additional costs and expenses that may arise from the company being a publicly listed company.

As of the date of this announcement, Yinbang is wholly owned by Mr. Xue Yuewu. Yinbang is an investment holding company. Mr. Xue is the Chairman and Director of Chongqing Hedong Holdings (Group) Co., Ltd., holding 60% of its shares, and Chongqing Hedong Holdings (Group) Co., Ltd. is a company established in China with a registered capital of RMB 150 million, mainly engaged in steel trading, commercial real estate operation, intelligent protection technology, and enterprise risk management As of the date of this announcement, Silverbond holds a collateral interest in 785 million shares (i.e. Hua Yin Plan shares). The beneficial ownership of Hua Yin Plan shares is held by Hua Yin shareholders (i.e. Hua Yin, Sheng Zhi, Sino Consult, and Mr. Luo and Ms. Zhao (each being one of the joint actors)). Pursuant to irrevocable commitments, each Hua Yin shareholder has undertaken: upon the effectiveness of the plan; and if the joint actors decide to offset debts equal to HKD 0.350 per cancelled and excluded Hua Yin Plan share on an equal basis, each Hua Yin shareholder will agree to such alternative arrangement. Silverbond (i.e. the joint actor) subsequently confirmed its intention to offset the debts.

The company has applied to the Stock Exchange for the resumption of trading in shares from 9:00 am on September 3, 2024