19 Jan 2018

Stevenson, Wong & Co. Advised the Offeror In Its Successful Closing Of The Mandatory General Offer For Shares In The Hong Kong-Listed FDB Holdings Limited (Stock Code: 1826)

Following completion of the HK$469 million acquisition of 70% of the issued shares of FDB Holdings Limited (Stock Code: 1826) (the “Company”), the offeror successfully closed its unconditional mandatory cash general offer for outstanding shares of the Company as required under Rule 26 of the SFC Takeovers Code in Hong Kong.

The offer closed on 5 January 2018. Valid acceptances have been received in respect of 43,380,000 offer shares, representing approximately 3.5% of the entire issued share capital of the Company. Appropriate steps will be taken to restore the minimum public float required under Rule 8.08(1)(a) of the Listing Rules as early as practicable.

With effect from the closing date of the offer, Mr. Gao Yunhong (“Mr. Gao”) has been appointed as the chairman of the board and one of the executive directors of the Company. Ms. Zhu Wenhui and Mr. Qi Gang have also been appointed as executive directors of the Company.

The board of the Company further proposes to change the official registered English name of the Company from “FDB Holdings Limited” to “Dafy Holdings Limited” and its Chinese name from “豐展控股有限公司” to “達飛控股有限公司” to symbolise a new start and refresh the corporate image of the Company.

Mr. Gao is the sole shareholder of the Offeror. He is an experienced business entrepreneur and is the founder of Dafy Group, which comprises Shenzhen Dafy Finance Holdings Co. Limited, a company principally engaged in provision of financial technology and related services based in Shenzhen, the PRC, and its subsidiaries. Mr. Gao also has experience in properties investment and development in the PRC.

The Company and its subsidiaries principally engage in contracting service for alteration and addition works, maintenance, specialist works and new development, and consulting service for alteration and addition works, new development, licensing, building services, and architectural design for buildings in Hong Kong.

GF Capital (Hong Kong) Limited was the financial adviser to the offeror. GF Securities (Hong Kong) Brokerage Limited maked the general offer on behalf of the offeror. Mr. Sun Lin, senior partner of AllBright Law Offices, was the PRC legal advisers to the client. SW acted as the offeror’s Hong Kong legal advisers.

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.