SF Holding (06936) announced that its indirect wholly-owned subsidiary, Liangyue Company, will exercise pre-emptive rights in the new issuance of Class A ordinary shares by Fengchao, with the option to also exercise over-allotment rights at its discretion. According to the announcement, the base subscription covers approximately 46.83 million Fengchao Class A ordinary shares at 2.8489 yuan per share, corresponding to a consideration of 133 million yuan; if all pre-emptive and over-allotment rights are fully exercised, the total transaction consideration is capped at 305 million yuan.
Assuming Liangyue Company exercises the over-allotment rights at the maximum amount to subscribe for Fengchao Class A ordinary shares, Liangyue Company would hold up to approximately 107 million Fengchao shares, representing 10.03% of the total Fengchao shares. Fengchao primarily focuses on last-mile logistics solutions and integrated lifestyle services.
This subscription will enable the company to maintain influence over the development of Fengchao's service network, technology, and user base. The board believes that the subscription aligns with the group's strategy of deepening its participation in the last-mile logistics ecosystem and enhancing overall competitiveness through diversified logistics services.
The subscription will be funded through the company's own resources or self-raised funds within the group, and is not expected to have a material adverse impact on the group's financial position. The directors consider that the subscription is beneficial to the group's long-term development and serves the best interests of the company and its shareholders as a whole.