Proposes Name Change to "Landsea Green Properties Co., Ltd."
Nominates New Board Members to Develop Green Property Business Hand-in-Hand
HONG KONG, July 2, 2013 /PRNewswire/ -- Landsea Group Co. Ltd.("Landsea" or the "Group") today announced that the Group has made a mandatory unconditional general offer in cash for all the issued Shares in relation to the acquisition of Shenzhen High-Tech Holdings Limited ("Shenzhen High-Tech" or the "Listed Company", HKEx stock code: 00106), and proposed to change the Company's name to "Landsea Green Properties Co., Ltd."
The Offer price each share is at HK$0.685 and the offer will open for acceptance for 28 days, closing on 30 July 2013. The public shareholders account for 27.1% of the entire issued share capital of the Listed Company. The Listed Company was closed at HK$0.93 last Friday, and was closed at HK$0.41 on the last trading day before the acquisition was announced.
Landsea's wholly-owned subsidiary, Greensheid Corporation, signed a share purchase agreement on 9 June 2013 to purchase a total of 1,260,000,000 shares from the controlling shareholder of Shenzhen High-Tech, which makes up approximately 63.4% of the entire issued share capital of the Listed Company. Pursuant to the Takeovers Code, the Group will be required to make a mandatory unconditional cash offer for all the issued shares.
Meanwhile, the Group has proposed to change the Listed Company's name to "Landsea Green Properties Company Limited" to enhance its unique positioning. In addition, the Group has proposed the nomination of new Board Directors, including five new executive Directors, namely Mr. Tian Ming, Ms. Shen Leying, Mr. Xie Yuanjian, Mr. Liu Da and Mr. Ding Feng, and three new independent non-executive Directors, namely Mr. Xu Xiaonian, Mr. Ding Yuan and Mr. Lee Kwan Hung. Mr. Wong Chung Tak, the executive Director and the Chairman of Shenzhen High-Tech will remain on the board. Particulars of the proposed change of the Company's name and board composition have to be approved by shareholders at the extraordinary general meeting.
Mr. Tian Ming, Chairman of Landsea said, "Following the completion of the transaction, we plan to make the Listed Company the only listed platform under Landsea engaging in the green residential property development business. The Group will endeavor to enhance the portfolio, asset base and brand image of Listed Company by integrating Landsea Group's financial, human and technological resources to support the Listed Company's future development projects and other investments. Subject to the compliance of relevant laws and regulations, the Group will further consider acquiring high quality assets or businesses with a view to facilitating the development of the Listed Company when suitable opportunities arise. We expect the Listed Company to develop as a leading listed property company in Hong Kong with a unique positioning and gradually delivering good performance. We believe changing the name of the Listed Company to 'Landsea Green Properties Company Limited' can underscore its corporate image of a leading green property company more effectively."
About Landsea Group Co. Ltd.
Established in 2001, Landsea Group Co. Ltd. is currently one of the top 100 PRC enterprises in real estate, and a leading enterprise engaged in property development and operation with green technology. The Group has implemented a long-term strategy of differentiation using green technology in buildings. While focused on residential property development as its principal business, The Group is also actively engaged in new businesses including green elderly care, green construction technology and green industry investments. By 31 May 2013, the consolidated total assets of the Group exceeded RMB15 billion (unaudited). The property business of the Group currently covers major cities including Nanjing, Shanghai, Hangzhou, Suzhou, Wuhan, Chengdu, Wuxi, Changzhou, Shaoxing, etc., with more than 30 on-going and completed property projects covering approximately 5.4 million square meters in development area.
The Group is the founding member of the China Green Building Council*, and also a member of the German Sustainable Building Council and the US Green Building Council. With 130 patents on construction technology, the Group distinguishes itself with unique technological advances in green construction, supported by its research center, Grade A design center, Shanghai Green Construction Technology Company and European Construction Technology Company, all dedicated to green technology.
