SW advised Titan Financial Services Limited, the sole sponsor, and the other underwriters of WT Group Holdings Limited (Stock Code: 8422) (“WT Group”) in its successful listing on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).

From left to right: Ms. Ellie Cheung, Ms. Veronica Cheung, Executive Director of WT Group Mr. Kam Kin Bun, Executive Director of WT Group Mr. Kung Cheung Fai Patrick, Executive Director and Chairman of WT Group Mr. Yip Shiu Ching and Mr. Rodney Teoh

The shares were listed on the Stock Exchange on 28 December 2017. The final offer price was HK$0.22 per offer share and the net proceeds amounted to approximately HK$32.4 million.

WT Group and its subsidiaries (the “Group”) principally provide specialised works and general building works as a main contractor in Hong Kong. The Group undertakes specialised works which include foundation and site formation works, demolition works and ground investigation field works. The Group also undertakes general building works including superstructure building works, slope maintenance works, hoarding works, A&A works and other miscellaneous construction works.

Mr. Rodney Teoh and Executive Director of Titan Financial Services Limited Mr. Arthur Kan

We acted for Titan Financial Services Limited as the sole sponsor, and Titan Financial Securities Limited and Sincere Securities Limited as joint lead managers, as well as other underwriters.

From left to right: Mr. Rodney Teoh, Ms. Ellie Cheung and Ms. Veronica Cheung

Our team was led by our partners Eric Lui and Rodney Teoh, supported by team members including Ellie Cheung (associate), Veronica Cheung (associate), Wilfred Cheng (trainee solicitor), Jane Yip (paralegal) and Justin Chui (paralegal).

Please contact our Eric Lui or Rodney Teoh for any enquiries or further information. 

SW advised the sponsor and underwriters of IBO Technology Company Limited (02708) (“IBO Technology”) in the successful listing of IBO Technology on the Main Board of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).

From left to right: Ms. Chelsa Wong, Mr. Hank Lo, Chairman of IBO Technology Company Limited Mr. Lai Tse Ming, Senior Partner of Tung & Co. Mr. Michael Tung, Partner of Deloitte Touche Tohmatsu Ms. Inez Lee and Partner of Jingtian & Gongcheng Mr. Zhang Bin

Mr. Hank Lo, Chairman of IBO Technology Company Limited Mr. Lai Tse Ming

The shares of IBO Technology were listed on the Stock Exchange on 28 December 2017. 100 million shares were offered, among which 90 million were offered for international offer and 10 million for subscription by the public. The final offer price was HK$1.5 per offer share and the net proceeds amounted to approximately HK$111.0 million.

IBO Technology is a National High and New Technology Enterprise (国家高新技术企业) that focuses on providing comprehensive IoT intelligent terminal product application and solutions services in the PRC. IoT refers to a network that enables intelligent identification, positioning, tracking, monitoring and management of targeted objects by way of exchange of information and communication between such targets and internet via intelligent terminal products.

Please contact our Mr. Hank Lo and Ms. Erica Cheng for any enquiries or further information about this transaction.

SW acted as the legal advisers to Kin Pang Holdings Limited (01722) (“Kin Pang”) in the successful listing of Kin Pang on the Main Board of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).

The shares of Kin Pang were listed on the Stock Exchange on 15 December 2017. 250 million shares were offered, among which 175 million were offered for placing and 75 million for subscription by the public. The final offer price was HK$0.48 per offer share and the net proceeds amounted to approximately HK$71.5 million.

Kin Pang is an integrated construction contractor which provides building and ancillary services and emergency repair services, solely in Macau. Since 2006, Kin Pang has accumulated experience in providing a wide spectrum of construction services and its services are required in various building and construction projects in relation to hotel and casino resorts, infrastructures of electricity and water supply, and public amenities and utilities (such as carriageways, footpaths, drains and sewers).

Please contact our Mr. Hank Lo and Ms. Erica Cheng for any enquiries or further information about this transaction.

SW acted as the offeror’s legal advisers in relation to its acquisition of a controlling shareholding in the Hong Kong-listed FDB Holdings Limited (Stock Code: 1826) (“FDB Holdings”). The controlling stake represents 70% of the entire issued share capital of FDB Holdings with a total consideration of HK$469 million.

This acquisition triggered the offeror’s mandatory general offer obligation under Rule 26 of the SFC Takeovers Code. The offer, via GF Securities (Hong Kong) Brokerage Limited, shall make a mandatory unconditional cash offer for all the outstanding shares of FDB Holdings held by other shareholders. The general offer is valued at approximately HK$201.1 million.

The offeror is ultimately owned by Mr. Gao Yunhong (“Mr Gao”). Mr. Gao is an experienced business entrepreneur and is the founder of Dafy Group, which comprises Shenzhen Dafy Finance Holdings Co. Ltd., a company principally engaged in provision of financial technology and related services based in Shenzhen, PRC and its subsidiaries. Mr. Gao also has experience in properties investment and development in the PRC.

FDB Holdings group principally engages in consulting and contracting service for alteration and addition works, maintenance, specialist works and new development, licensing, building services, and architectural design for buildings in Hong Kong. Mr. Ng Kin Siu, the original controlling shareholder of FDB Holdings, shall remain as a 5% shareholder of FDB Holdings.

GF Capital (Hong Kong) Limited is the financial adviser to the offeror. GF Securities (Hong Kong) Brokerage Limited made the general offer on behalf of the offeror. Mr. Sun Lin, senior partner at AllBright Law Offices is the PRC legal adviser to the client. VBG Capital Limited is the independent financial adviser to the independent board committee of the Company.

Our team was led by our partners Eric Lui and Rodney Teoh, supported by team members including Ellie Cheung (associate), Christopher Cheung (trainee solicitor) and Justin Chui (paralegal).

Please contact our Mr. Eric Lui or Mr. Rodney Teoh for any enquiries or further information.

Shanghai Fudan Microelectronics Group Company Limited (Stock Code: 1385.HK) (“Shanghai Fudan” or “Company”) successfully placed 42,000,000 new H Shares on 16 October 2017, raising net proceeds of approximately HK$218.4 million. SW acted as the Hong Kong legal advisors, providing comprehensive legal advice on the H Share placing.

The Company is in the business of designing, developing and sales of integrated circuits (“IC”) and provision of total solutions. The Company’s main products are its Security and Identification IC Chips (which are integral components in public transit cards, resident cards, social security cards, citizen cards, financial IC cards, and electronic payments etc.), Smart Meter ASIC Chips, Non-volatile Memory Chips, Specific Analog Circuits and IC Testing Services.

Shanghai Fudan was incorporated as a limited company in the PRC in July 1998. In 4 August 2000, the Company made an initial public offering of its H Shares in the Growth Enterprise Market (“GEM”) of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”). In 8 January 2014, with approval from the Stock Exchange, Shanghai Fudan transferred its H Shares listing from GEM to the Main Board of the Stock Exchange.

Our team was led by our partners Eric Lui and Rodney Teoh, supported by Ellie Cheung (associate), Veronica Cheung (associate) and Wilfred Cheng (trainee solicitor).

This newsletter is for information purposes only. Its content does not constitute legal advice, and should not be treated as such. Stevenson, Wong & Co. will not be liable to you in respect of any special, indirect or consequential loss or damage.

Please contact our Mr. Eric Lui or Mr. Rodney Teoh for any enquiries or further information.

SW has advised the sponsor and underwriters of Wealthy Way Group Limited (03848) (“Wealthy Way”) in the successful listing of Wealthy Way on the Main Board of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).

The shares of Wealthy Way were listed on the Stock Exchange on 21 July 2017. 36 million shares were offered, among which 32.4 million were offered for placing and 3.6 million for subscription by the public. The final offer price was HK$5.56 per offer share and the net proceeds amounted to approximately HK$173.1 million.

Wealthy Way is a financial leasing and advisory services provider based in Shenzhen, Guangdong Province, the PRC, primarily specialising in the provision of financial leasing services and advisory services for customers in the PRC. Since 2014, it has focused on certain specific industry segments with growth potential, such as airlines, health care service providers and energy saving equipment providers.

Please contact our Mr. Hank Lo and Ms. Erica Cheng for any enquiries or further information about this transaction.