CHINA CBS INTL (00989.HK): Ground Group Makes Mandatory Cash Offer at HK$ 0.15 per Share
- The offer covers 251,414,759 shares, excluding 368,767,181 shares held by the concert party group and 4,742,453,691 plan shares issued to the scheme company; the enlarged issued shares total 5,362,635,631.
- The offeror intends to obtain a facility of up to HK$ 40.0 million from Delin Securities; the offer price equals the subscription price per subscription share and the issue price per plan share.
- The offer price represents a discount of approximately 72.73% to the closing price of HK$ 0.55 on the last practicable date; the independent financial adviser considers the offer price fair and reasonable and the TC Independent Board Committee recommends acceptance.
NewTimeSpace News: On 17 September 2026, China Changbaishan International Holdings Limited (stock code: 00989) and the offeror, Ground Group (Hong Kong) Co., Limited, jointly published a composite document under which Delin Securities (Hong Kong) Limited, on behalf of the offeror, makes an unconditional mandatory cash offer to acquire all the issued shares (other than those already owned or agreed to be acquired by the offeror and its concert parties) at HK$ 0.15 in cash per offer share. The offeror intends to fund the entire consideration payable under the offer through a facility of up to HK$ 40.0 million provided by Delin Securities.
Following completion of the proposed restructuring, the shareholding of the concert party group increased from 108,767,181 shares (approximately 30.20% of the issued shares as at the date of the joint announcement) to 3,060,235,367 shares (approximately 57.07% of the enlarged issued share capital), triggering a mandatory general offer obligation under Rule 26.1 of the Takeovers Code. The offer price represents a discount of approximately 72.73% to the closing price of HK$ 0.55 per share on the last practicable date (14 September 2026) and a discount of approximately 79.17% to the closing price of HK$ 0.72 per share on the last trading date (15 July 2026). The offeror has confirmed that the offer price is final and will not be increased.
The independent financial adviser, Junhui International Financial Limited, considers the offer price fair and reasonable to the independent shareholders, and the TC Independent Board Committee recommends that independent shareholders accept the offer. The latest time for acceptance of the offer is 4:00 p.m. on 8 October 2026. Cong Peifeng, the sole director of the offeror, has undertaken to take appropriate steps to ensure the Company complies with the public float requirement under Rule 13.32B of the Listing Rules.
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