Wanjia Group Holdings Limited Launches Major Rights Issue – Key Details for Investors

Wanjia Group Holdings Limited (Stock Code: 401) has announced a significant rights issue that could impact the company’s share value and the interests of its shareholders. Here are the key details every investor should note:

Summary of the Rights Issue

• Basis: The Rights Issue will be conducted on the basis of one (1) Rights Share for every one (1) existing Share held on the record date.
• Subscription Price: HK\$0.08 per Rights Share, payable in full upon acceptance.
• Record Date: Only shareholders registered as of Wednesday, 25 February 2026 are entitled to participate.
• Acceptance Deadline: Provisional Allotment Letters (PALs) and payment must be received by the Registrar no later than 4:00 p.m. on Thursday, 12 March 2026. Under severe weather conditions, this deadline may be extended.
• Allotment: The number of Rights Shares provisionally allotted to each shareholder is specified in their PAL. Payment must be made in Hong Kong dollars by cheque or cashier’s order, drawn on or issued by a licensed bank in Hong Kong, and made payable to “WANJIA GROUP HOLDINGS LIMITED — PROVISIONAL ALLOTMENT ACCOUNT.”
• Non-Underwritten: The Rights Issue will not be underwritten. If the conditions are not fulfilled, the Rights Issue will not proceed, and application monies will be refunded without interest.

Key Points for Shareholders

• This Rights Issue is both valuable and transferable. Shareholders may accept all or part of their allotment, sell their rights, or transfer them to other parties. There are clear procedures for splitting or transferring entitlements.
• No Fractional Entitlements: There will be no odd lots or fractional Rights Shares. Each shareholder is allotted Rights Shares in whole numbers only.
• Regulatory and Legal Compliance: The offer is only available to qualifying shareholders. Distribution and acceptance outside Hong Kong may be restricted or unlawful. Shareholders outside Hong Kong are responsible for ensuring compliance with local laws and taxes.
• Stamp Duty: Hong Kong ad valorem stamp duty is payable on the transfer of rights, whether by sale or otherwise. Proof of payment will be required for registration of any transfer.
• Trading Arrangements: Rights Shares (in both nil-paid and fully-paid forms) are expected to be eligible for deposit, clearing, and settlement in CCASS (Central Clearing and Settlement System) from the commencement of dealings.
• Listing and Trading: It is expected that fully-paid Rights Shares will commence trading on the Stock Exchange at 9:00 a.m. on Thursday, 2 April 2026.
• Refunds: If the Rights Issue does not proceed, or if there is an overpayment (of HK\$100 or more), refunds will be made by cheque posted to shareholders’ registered addresses.
• Documentation: All share certificates and refund cheques will be sent by ordinary post at the risk of the recipient.
• Price-Sensitive Considerations:
  • The large-scale issuance of new shares at a deep discount (HK\$0.08 per share) may have a dilutive effect on existing shareholdings and could pressure the market price if not fully taken up.
  • The Rights Issue is not underwritten, meaning any unsubscribed shares may not be placed, potentially affecting capital raising.
  • There is no compensation for fractional entitlements and no odd lot matching services, which may affect smaller shareholders.
  • Shareholders who do not take up their rights may see their percentage ownership in the company diluted.
  • The proceeds from the sale of nil-paid rights that would have been allotted to excluded shareholders (if a net premium of over HK\$100 is realized) will be distributed to them; smaller amounts are retained by the Company.

Action Required by Shareholders

1. Review your Provisional Allotment Letter (PAL) to confirm the number of Rights Shares you are entitled to.
2. Decide whether to accept, sell, or transfer all or part of your entitlement. Follow the specific instructions in your PAL for splitting or transfer, and note the deadlines.
3. Complete and return your PAL with the required payment to the Registrar by the specified deadline.
4. If transferring your rights, ensure the payment of stamp duty and follow the correct transfer procedures.
5. Seek professional advice if you have sold or transferred your shares, or if you are uncertain about the procedures.

Potential Impact on Share Price

The Rights Issue is a significant corporate action that could impact the share price of Wanjia Group Holdings Limited. The issuance of new shares at a substantial discount may exert downward pressure on the market price, especially if the take-up is weak. Conversely, successful capital raising could strengthen the company’s balance sheet and support future growth. Investors should monitor the acceptance level and any subsequent market developments.

Additional Assistance

For questions regarding the Rights Issue, shareholders may contact Tricor Investor Services Limited, the Registrar, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong, during business hours.

Disclaimer

This article is for information purposes only and does not constitute an offer or solicitation to buy or sell any securities. Investors should read the official Prospectus and consult their professional advisers before making any investment decisions. The information contained herein is based on the official Rights Issue documents of Wanjia Group Holdings Limited and may be subject to change.

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