TORONTO, March 7, 2018 /CNW/ - Sunwah International Limited,TSX: SWH (the "Company"), an Asian based financial services firm, announces that it will not participate in the open offer by its principal indirect subsidiary, Sunwah Kingsway Capital Holdings Limited ("SWK"). The decision was made after due consideration, including with regard to pricing of the offer and the Company's current financial position. The Company has communicated its intention to SWK.
On January 8, 2018, SWK announced a proposal to raise approximately HK$142.2 million (approximately US$18.23 million) before expenses by issuing 1,380,326,220 offer shares at the offer price of HK$0.103 (approximately US$0.013) per offer share on the basis of one offer share for every four existing shares (the "Open Offer"). Assuming all the offer shares under the Open Offer are fully underwritten under the Underwriting Agreements signed by SWK and the underwriters, the Company's shareholding in SWK held under its wholly owned subsidiary, World Developments Limited, will be reduced from 43.31% to 34.65% upon completion of the Open Offer.
By not participating in the Open Offer, the Company is evaluating its impact on the Company's financial statements, including the potential deconsolidation of SWK and presenting the Company's interest in SWK on an equity method basis.
There is a risk that such a dilution and deconsolidation of the Company's interest in SWK may trigger a delisting review by the TSX based on the Company's financial condition and/or operating results. While it is expected that the Company will continue to have an ongoing business and be able to continue as a going concern after the completion of the Open Offer, there is no assurance that the Company will be able to meet TSX listing requirements and as a result could potentially be delisted. However, if a delisting review is triggered and the Company is unable to comply with all TSX requirements for continued listing, management will evaluate alternatives.
About Sunwah International Limited
Sunwah International Limited (TSX: SWH) is a Hong Kong based financial services provider, focused on linking the international investment community with Asia's highest growth economic regions. The organization's primary Hong Kong based subsidiary, Sunwah Kingsway Capital Holdings Limited, is listed on the Stock Exchange of Hong Kong under the stock code 00188. Sunwah Kingsway Capital Holdings Limited is licensed to provide a range of financial solutions in Hong Kong and abroad that include award-winning brokerage services and innovative corporate finance offerings.
Founded in 1990, Sunwah International Limited represents the financial services division of Sunwah Group, one of Asia's most prominent multi-national conglomerates.
This press release contains "forward-looking statements" as defined under applicable Canadian securities laws. These statements include, but are not limited to, statements made concerning the Company's non-participation in the Open Offer, the reduction of the Company's indirect shareholding in SWK, the potential deconsolidation of SWK and presentation of the Company's interest in SWK on an equity method basis in the financial statements, the potential delisting review by the TSX, the Company having an ongoing business and being able to continue as a going concern after the completion of the Open Offer, the Company being potentially delisted, and management evaluating alternatives if the Company is not able to comply with all TSX requirements for continue listing, as well as statements with respect to management's beliefs, plans, estimates, and intentions, and similar statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "outlook", "objective", "may", "will", "expect", "intend", "estimate", "anticipate", "believe", "should", "plan" or "continue", or similar expressions suggesting future outcomes or events. Such forward-looking statements reflect management's current beliefs and are based on information currently available to management. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, investors should not place undue reliance on forward-looking information. Forward-looking information is provided as of the date of this press release, and the Company assumes no obligation to update or revise them to reflect new events or circumstances. Except as required by applicable law, management and the board of directors of the Company undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
SOURCE Sunwah International Limited