Rongzun International Holdings Group Limited (“Rongzun International”) has received a mandatory conditional cash offer from its largest shareholder, Mr Yang Jingyao, at HK$0.52 per share. The move follows Mr Yang’s 8 April 2026 purchase of 84.00 million shares from Ms Xia Liping, which lifted his holding from 19.84% to 33.39% of the issued share capital and triggered an offer under Hong Kong’s Takeovers Code.
The offer, made through Lego Securities Limited and Fortune Origin Securities Limited, targets the remaining 413.00 million shares (66.61% of issued capital) that Mr Yang and his concert parties do not already own. At HK$0.52 per share, the deal values the outstanding stake at up to HK$214.76 million. The offer price represents a 79.10% discount to Rongzun International’s HK$2.49 closing price on 15 June 2026, but a 95.90% premium to its audited net asset value of HK$0.265 per share as at 31 March 2025.
The offer will become unconditional if acceptances raise Mr Yang’s aggregate voting rights above 50%. Financing comprises at least HK$126 million of the offeror’s own funds plus margin loan facilities of up to HK$50 million from Fortune Origin Securities and up to HK$40 million from Quam Securities. Shareholders who accept will receive payment within seven business days after the later of a valid acceptance and the offer becoming unconditional.
Key dates include dispatch of offer documents on 18 June 2026, first closing at 4:00 p.m. on 9 July 2026, and a long-stop date of 17 August 2026 for the offer to become unconditional. Should the 50% acceptance condition be met, the offer will remain open for at least a further 14 days.
Mr Yang states he intends to maintain Rongzun International’s Hong Kong listing, keep existing operations in alteration & addition and civil engineering works, and make no immediate changes to the board or workforce.
Financially, Rongzun International reported revenue of HK$88.38 million for FY25, down 61.6% year-on-year, and a net loss of HK$9.55 million (FY24: HK$9.32 million loss). For the six months ended September 2025, revenue fell 34.0% to HK$28.61 million with a net loss of HK$10.29 million. The company has issued a profit warning, projecting a FY26 loss after tax between HK$34.10 million and HK$36.00 million, citing unexpected offsite work costs and unbilled extra work undertaken to maintain client relationships.
No dividends were declared for the period under review. Rongzun International had no interest-bearing bank borrowings as at 31 March 2026 and reported lease liabilities of HK$0.12 million.
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