BAY AREA DEV Announces Change to Minimum Public Shareholding Threshold

Stock News
Jun 22

The board of BAY AREA DEV (00737) has announced a change to the minimum public shareholding requirement applicable to the company.

This follows a notification from the company's controlling shareholder, Shenzhen Investment Holdings International Capital Holdings Infrastructure Co., Ltd., regarding a recent conditional share purchase agreement. The controlling shareholder is acquiring 251 million shares from another shareholder, CMF Global Quantitative Multi-Asset Segregated Portfolio Company and CMF Global Quantitative Stable Segregated Portfolio. The transaction is in the process of being completed as of the announcement date.

Upon completion of this acquisition, the controlling shareholder's stake in the company will increase from approximately 71.83% of the total issued shares to about 79.98%. Consequently, the public shareholding proportion will decrease to approximately 20.02% of the total issued shares, which is below 25% but above 10%.

In light of this change, the company's board has declared that, effective immediately, it will adopt the alternative public shareholding threshold instead of the initial designated threshold. The board believes this switch is necessary and aligns with the company's post-acquisition shareholding structure and public float level.

To comply with the alternative threshold under Listing Rule 13.32B(2), the portion of shares listed on the Stock Exchange held by the public must at all times meet two criteria: have a market capitalization of at least HK$1 billion, and constitute at least 10% of the total number of issued shares of that class by the issuer, excluding treasury shares.

Based on 617 million shares held by the public post-acquisition, calculated in accordance with Listing Rule 13.32A(3), the market capitalization of the company's public float as of the announcement date is approximately HK$1.187 billion. Following the acquisition, the public shareholding will represent about 20.02% of the total issued shares.

As of the announcement date, the company confirms it meets the requirements of the alternative threshold under Listing Rule 13.32B(2). The company will continue to monitor its public shareholding level and will make necessary disclosures at the appropriate time.

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