Guoen Holdings Plans HK$43.20 Million Non-Underwritten Four-for-One Rights Issue at HK$0.36 per Share

Bulletin Express
Aug 26

Guoen Holdings Limited (HKEX: 08121) unveiled a non-underwritten rights issue that will entitle shareholders to subscribe for four Rights Shares for every existing share held on the record date of 25 August 2026.

Key Details • Size and Pricing: Up to 120.03 million Rights Shares will be issued at HK$0.36 each, representing discounts of 24.21% to the last closing price of HK$0.475 on 10 July 2026 and 6.01% to the theoretical ex-rights price of HK$0.383. • Proceeds: Maximum gross proceeds are projected at HK$43.20 million; estimated net proceeds after HK$2.80 million expenses are HK$40.40 million. Net proceeds per Rights Share are about HK$0.337. • Use of Funds: HK$8.30 million to repay shareholder loans; HK$12.00 million to establish an AI department and integrate AI into media and marketing services; HK$12.00 million earmarked for future cooperation or investment projects; HK$8.10 million for general working capital. • Subscription Period: Nil-paid Rights Shares trade 28 August–4 September 2026; latest time for acceptance and payment is 4:00 p.m. on 9 September 2026. • Compensatory Placement: Unsubscribed or excluded shares will be placed by Yuet Sheung International Securities on a best-effort basis; any premium over subscription price (net of expenses) will be returned to non-participating shareholders. • Conditions: The offering requires Stock Exchange approval for listing of both nil-paid and fully paid Rights Shares and depends on fulfillment of other customary conditions by 21 September 2026. • Dilution Impact: If fully subscribed, issued share capital will rise from 30.01 million to 150.04 million shares, expanding by 400%. The theoretical dilution effect is about 22.40% for shareholders who decline to participate.

Strategic Rationale Management cites the need to strengthen the balance sheet, fund AI-driven enhancements to its digital marketing operations, accelerate healthcare-related investments on the Mainland, and bolster working capital, while repaying HK$8.30 million in shareholder loans viewed as an impediment to future financing initiatives.

Advisers Yuet Sheung International Securities Limited acts as placing agent; Asian Alliance (HK) CPA Limited serves as reporting accountant.

Shareholders are urged to note that the Rights Issue is non-underwritten; any unsold entitlements will lapse, potentially reducing the final proceeds. Trading in nil-paid Rights Shares carries the risk that the Rights Issue may not become unconditional.

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