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19 Nov 2024

Advised Huaibei GreenGold Industry Investment Co., Ltd.* (淮北綠金產業投資股份有限公司) on deemed disposal of equity interest in its subsidiary

​​​DeHeng Hong Kong advised Huaibei GreenGold Industry Investment Co., Ltd.* (淮北綠金產業投資股份有限公司) (“Huaibei GreenGold”) on the capital injection and deemed disposal of equity interest in Huaibei Tongming Mining Co., Ltd.* (淮北通鳴礦業有限公司) (“Huaibei Tongming”), a subsidiary of Huaibei GreenGold, at a consideration of approximately RMB84 million (the “Capital Injection”). The principal business of Huaibei Tongming is mining and processing of aggregate products.

 

The Capital Injection constituted a major transaction under Chapter 14 and a connected transaction under Chapter 14A of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (the “Listing Rules”). The Capital Injection was exempted from independent shareholders’ approval pursuant to Rule 14A.101 of the Listing Rules and was approved by way of a written shareholders’ approval in lieu of holding a general meeting pursuant to Rule 14.44 of the Listing Rules.

 

Huaibei GreenGold is a company listed on the Main Board of The Stock Exchange of Hong Kong Limited (stock code: 2450). Huaibei GreenGold is a construction materials provider with state-owned background located in Huaibei City, Anhui Province and one of the four largest construction aggregate producers in Huaibei City and its surrounding cities (including Suzhou City and Bozhou City) in 2023.

The deal is led by lead partners Ernest Chung and Stephen Kei of DeHeng Hong Kong, and supported by the team members including Phoebe Lo and Daniel Ting. DeHeng Hong Kong maintained a close connection with Huaibei GreenGold and other professional parties in this deal and provided professional, comprehensive and efficient legal services for this deal.

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Chungs Lawyers, the associated firm of DeHeng Law Offices in Hong Kong, advised Huaiyuan County New Urbanization Construction Co. Ltd (怀远县新型城镇化建设有限公司) (the “Issuer”, together with its subsidiaries, the “Group”) on its issuance of US$100,000,000 3.0% credit enhanced bonds due 2025 supported by an irrevocable standby letter of credit provided by Huishang Bank Corporation Limited and dual listed on the Stock Exchange of Hong Kong Limited (the“Hong Kong Stock Exchange”) and Chongwa (Macao) Financial Asset Exchange Co., Limited (the “MOX”).


Established in 2015, the Issuer is indirectly wholly owned by Huaiyuan County SASAO (怀远县国有资产监督管理办公室). The Group serves as the core operating entity responsible for the provision of public services and implementation of urban development activities in Huaiyuan County. The Group conducts the business of agent construction including infrastructure construction and construction of affordable housing, bridge operation, as well as leasing of water area use rights. Leveraging on the robust development of Huaiyuan County and Bengbu City, strong support from shareholders and the expertise of the management team, the Group has played an important role in the economic and social development of Huaiyuan County by engaging in agent construction and transportation construction and operation.


Listing of the bonds on the Hong Kong Stock Exchange (Stock code: 4593) and the MOX (MOXLB2208) will be commenced on 9 March 2022.


The Partner of Chungs Lawyers, the associated firm of DeHeng Law Offices in Hong Kong, Lily Liang, led the team includes Tracy Wong, Jason Wong, Vanessa Lai, Catherine Kwok, Dexter Yeung, Lilian Kwong, Amber Cao, Evelyn Fan, Fairy Wang, Jeff Wang and Andy Kwok.

Advised Synergy Group Holdings International Limited (stock code: 1539) (“Synergy Group”) on the corporate rescue plan comprising, amongst other things, the issue of a total of 1,700,940,000 new shares to connected persons and creditors, representing approximately 256.63% of the issued share capital of the Synergy Group before completion. The Company considers that the corporate rescue plan, if materialized, would resolve the bankruptcy risk of the Company.


The new controlling shareholder successfully applied for a whitewash waiver from the Securities and Futures Commission of Hong Kong from making a general offer. The Company also successfully applied for a waiver from the strict compliance of Rule 7.27B of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited which generally prohibits issue of new shares resulting in theoretical dilution effect of more than 25%.


Synergy Group is a company listed on the Main Board of The Stock Exchange of Hong Kong Limited. The Group is principally engaged in the provision of leasing services of energy saving systems, consultancy service and trading of energy saving products.

Chungs Lawyers, the associated firm of DeHeng Law Offices in Hong Kong, advised Huzhou Nanxun New Town Investment Development Group Co., Ltd. (湖州南浔新城投资发展集团有限公司) (the “Issuer”, together with its subsidiaries, the “Group”) on its issuance of US$28,600,000 2.25% credit enhanced bonds due 2025 supported by an irrevocable standby letter of credit provided by Bank of Ningbo Huzhou Branch and listed on the Stock Exchange of Hong Kong Limited (the“Hong Kong Stock Exchange”).


Established in 2018, the Issuer is wholly owned by Huzhou Nanxun Xinkai Construction Group Co., Ltd. (湖州南浔新开建设集团有限公司). The Group is one of the major operating platforms for urban development activities in Huzhou City, including agent construction business, land consolidation and development business, training service, trading business and designing service. Leveraging on the development of Huzhou City, strong shareholder’s support and its diversified businesses, the Group has undertaken and completed a large number of urban development projects and played an important role in the development of Huzhou City.


Listing of the bonds on the Hong Kong Stock Exchange will be commenced on 25 January 2022 (Stock code: 4448).


The Partner of Chungs Lawyers, the associated firm of DeHeng Law Offices in Hong Kong, Lily Liang, led the team includes Tracy Wong, Jason Wong, Lawrence Lam, Catherine Kwok, Dexter Yeung, Lilian Kwong,Amber Cao, Evelyn Fan, Fairy Wang and Jeff Wang

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