Skyworth Group Limited released its scheduled April update on the multipronged corporate exercise that includes a pre-conditional share buy-back via a scheme of arrangement, the in-specie distribution of Skyworth Photovoltaic shares, a related rollover arrangement and the subsequent voluntary withdrawal of Skyworth Group’s listing on the Hong Kong Stock Exchange.
The company reiterated that completion of the proposal depends on two outstanding pre-conditions, both of which must be satisfied or waived on or before the designated long-stop date:
1. Shareholder approval at Skyworth Photovoltaic for (i) the distribution of its shares by Skyworth Group and (ii) the separate listing of Skyworth Photovoltaic. Management confirmed it is actively liaising with Skyworth Photovoltaic shareholders to secure these approvals.
2. Submission of a formal listing application and supporting filings for Skyworth Photovoltaic. The subsidiary is working with professional advisers to finalise the documentation.
No pre-conditions have been fulfilled to date. Consequently, the timetable for despatching the scheme document and implementing the share buy-back, share distribution and delisting remains subject to further progress. Additional announcements will be released in accordance with Hong Kong Listing Rules and the Takeovers Code once material developments arise.
The board reminds shareholders that the entire proposal will become effective only after all pre-conditions and scheme conditions— including approval of the rollover arrangement under Rule 25 of the Takeovers Code—are met. There is therefore no certainty that the share buy-back scheme or the delisting will proceed. Investors are advised to exercise caution when dealing in Skyworth Group securities.
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