Fire Rock Holdings Limited (1909) released an announcement regarding a proposed rights issue on the basis of one rights share for every two existing shares, offered at HK$1.58 per rights share on a non-fully underwritten basis. The proposal includes up to 96,000,000 rights shares, representing approximately one-third of the enlarged issued share capital. The company expects to raise a gross amount of up to approximately HK$151.68 million before expenses, subject to conditions set out in the announcement.
A non-fully underwritten arrangement led by Sulfulon International Limited serves as the underwriting structure, while SBI China Capital Financial Services Limited has been appointed as the placing agent to place any unsubscribed shares on a best-effort basis. In conjunction with this, connected transaction implications arise under the Listing Rules, given that Sulfulon’s sole beneficial owner, Mr. Zhang, holds a substantial stake in Fire Rock Holdings Limited.
Additionally, Fire Rock Holdings Limited seeks a whitewash waiver from the Executive of the Securities and Futures Commission. This waiver, if granted, would exempt the underwriter and its concert parties from making a mandatory general offer under Rule 26 of the Takeovers Code should their shareholding exceed 50% upon completion of the rights issue.
Shareholders are slated to vote on the rights issue, the underwriting agreement, the placing arrangement, and the whitewash waiver application at an extraordinary general meeting scheduled on 7 November 2025. The record date for determining entitlements is 19 November 2025, with dealings in nil-paid rights shares expected between 24 November and 1 December 2025.
According to the announcement, net proceeds from the rights issue are to be utilized for expanding game development and marketing operations across multiple Southeast Asian markets, including Indonesia. Further details, including conditions for the underwriting agreement and specific usage of proceeds, are provided in the company’s circular. Shareholders and investors are advised to review the official documents for comprehensive information and to be aware that the rights issue, connected transaction, and whitewash waiver remain subject to requisite approvals.