IDREAMSKY (01119.HK): HK$386 million convertible bond conversion price cut from HK$3.58 to HK$3.51, effective 27 October
NewTimeSpace News: IDREAMSKY (01119.HK) announced that, as a result of the cumulative effect of the 2025 placing and the 2026 placing, the conversion price of its HK$386 million 5.00% guaranteed convertible bonds due 2028 will be adjusted from HK$3.58 to HK$3.51 per share, with the adjustment taking effect on 27 October 2026.
According to the announcement, the Company placed 100,252,800 new shares at HK$0.72 per share in May 2025 and 187,856,000 new shares at HK$0.31 per share in October 2026. Under Condition 6(C)(6) of the terms and conditions of the bonds (Conversion — issue at below the prevailing market price), if and when the Company issues any shares at a price per share lower than 95% of the prevailing market price on the date the terms of the relevant issue are first announced, the conversion price shall be adjusted by multiplying the conversion price in effect immediately before the issue by the fraction (A+B)/C, where A is the total number of issued shares immediately before the issue of such additional shares, B is the number of shares which could be purchased at the prevailing market price per share with the aggregate consideration receivable for the maximum number of shares to be issued, and C is the total number of issued shares immediately after the issue of such additional shares. Under Condition 6(E)(i) (minor adjustments), no adjustment was made after the 2025 placing because the adjustment was less than 1% of the conversion price then in effect, and such adjustment has been carried forward and taken into account in any subsequent adjustment.
As at the date of the announcement, following the Company's redemption on 24 October 2026 of bonds with a principal amount of HK$23.5 million, the aggregate outstanding principal amount of the existing convertible bonds is HK$362.5 million. Based on the adjusted conversion price, the maximum number of shares to be issued upon full conversion of the outstanding existing convertible bonds will increase from 101,256,983 to 103,276,353, an increase of 2,019,370 shares, which will be allotted and issued under the general mandate granted to the Directors by shareholders on 30 June 2023 for the allotment and issue of up to 282,079,669 shares, the limit of which is sufficient to cover the additional shares. Save for the conversion price adjustment, the terms and conditions of the bonds remain unchanged.