– Share Offer of 128,300,000 Shares at an Offering Price between HK$0.68 and HK$0.88 per Share
– To Raise a Total of Approximately HK$73.4 million
HONG KONG — VBG International Holdings Limited, one of the leading financial services providers in Hong Kong, has announced the details of its proposed listing on the Growth Enterprise Market (the “GEM”) of the Stock Exchange of Hong Kong Limited (the “SEHK”).
VBG International intends to issue a total of 128,300,000 shares, of which 90%, or 115,470,000 Shares are offered under the Placing (subject to reallocation), and the remaining 10%, or 12,830,000 Shares are offered under the Public Offer. After deducting the related expenses in connection with the Listing and Share Offer expenses, and assuming an Offer Price of HK$0.78 per Offer Share, being the mid-point of the indicative Offer Price range of HK$0.68 and HK$0.88 per Share, net proceeds from the Share Offer are estimated to be approximately HK$73,400,000.
The Public Offer commenced on 15 May 2017 (Monday) and will end at 12:00 on 18 May 2017 (Thursday). The final Offer Price and allocation results are expected to be announced on or around 25 May 2017 (Thursday). Trading of VBG International’s shares is expected to commence on the GEM of SEHK on 26 May 2017 (Friday) under the stock code of 8365. The Share will be traded in board lots of 5,000 Shares each.
Dakin Capital Limited is the Sole Sponsor of the Share Offer, whereas Dakin Securities Limited and Ping An Securities Limited are the Joint Bookrunners and Joint Lead Managers.
Business Review
VBG International, as one of the leading financial services providers in Hong Kong, offers a wide range of professional services, covering (i) corporate finance advisory services (including sponsorship, compliance advisory, financial advisory and independent financial advisory); (ii) placing and underwriting services; and (iii) business consulting services.
During the three years ended 30 September 2016 and the five months ended 28 February 2017, VBG International had handled 15, 34, 59 and 26 active engagements which generated a revenue of approximately HK$13,433,000, HK$55,955,000, HK$57,377,000 and HK$15,359,000 respectively. The Company undertook a total of 8 placing and underwriting transactions during the Track Record Period, of which 5 were primary market transactions and three were secondary market transactions.
Providing a Range of Financial Advice and Services to Customers
To meet different needs of its customers, VBG International offered corporate finance advisory services, placing and underwriting services and business consulting services to customers which are listed on the Stock Exchange and non-listed customers in Hong Kong, the PRC, Asia and Europe, as well as potential listing applicants on the SEHK. By offering a broad range of services to different segments of customers, the Company is able to cross-sell its services and expand the overall business. VBG International provides financial services to its customers and is committed to core values in (i) earning its customers’ trust by delivering professional services, advice and solutions in their best interest; (ii) working in partnership with them with integrity and treating each other with respect; and (iii) maintaining a high quality environment that attracts, retains and develops the best people.
An Experienced and Competent Management Team and High Quality Workforce with a Streamlined and Efficient Management Structure
The experienced management team of VBG International possesses outstanding leadership, in which the two Executive Directors both have over 10 years of industry experience in the corporate finance services and business consulting industry. The management team has an all-round vision and efficient coordination and execution capabilities, enabling them to identify and capture market opportunities arising from the development of China’s economics and regulatory environment. Meanwhile, its streamlined management structure enables the Company to maintain its threshold in the competitive corporate finance business.
Close and Stable Relationships with Customers
The Company has built up stable contacts with Hong Kong listed companies and their major shareholders. Close and stable relationships with its customers allow the Company to understand the long-term business goals, strategies and preferences of customers, thereby enabling it to provide tailored financial advices and services to customers, and obtain engagements from its existing customers and generate new financial services mandates.
Bright Prospects in Achieving Sustainable Business Growth
Looking forward, the Company will continue its focus on providing diversified financial services. As of 8 May 2017, the total value of outstanding contracts was HK$61,257,000. In order to capture opportunities for development, VBG International will continue to participate actively in placing and underwriting activities in primary and secondary market fund raising exercises with a strengthened capital base and a higher profile to be better placed to participate in fund raising activities. In the meantime, the Company intends to further strengthening its corporate finance team and work capacity of corporate finance advisory services by maintaining high quality and recruiting experienced corporate finance staff to enhance its profitability. Concurrently, leveraging on its regular contacts with partners and clients in Europe and the PRC and the proven track record in respect of cross-border M&A in Europe and the PRC, VBG International intends to expand its geographic breadth and functions in the third quarter of 2017 by establishing overseas representative offices and /or forming joint ventures in European cities, such as Milan, and the cities in the PRC, such as Qianhai or Nansha, which would work with its headquarters in Hong Kong in providing its business consulting services to customers in Europe and the PRC.
Ms. Letty Wan, Chairperson and Executive Director of VBG International, concluded that, “I am delighted to witness the achievement of such a significant milestone of our business development. We believe that our listing will not only strengthen our capital base, but more importantly, it will further enhance the corporate image and reputation of the Company, as well as fortify the confidence and recognition from our clients, and this in turn promotes the long-term development of the Company. Leveraging our extensive operating experience and unique competitive advantages, we are well-positioned to consolidate our market position within the Hong Kong financial service industry, so as to yield long-term and considerable returns to our shareholders.”
Financial Statement
(HKD'000) For the year ended 30 September For the five months ended
2014 2015 2016 29 Feb 2016 28 Feb 2017
Revenue 13,433 55,955 57,377 10,475 15,359
Other income 45 10,738 153 83 (3)
/(expense)(Note)
Administrative (17,837) (28,276) (33,188) (10,168) (11,574)
expenses and other
operating expenses
Profit before (4,359) 38,417 20,582 390 3,782
income Tax
Profit for the (4,359) 36,357 14,857 390 2,756
Year/Period
Note: Other income /(expense) primarily comprised interest income from licensed banks in Hong Kong, dividend income from equity securities listed in Hong Kong, which is insignificant as compared to revenue. However, other income increased tremendously for the year ended 30 September 2015 mainly attributable to a disposal of shares listed on SEHK which was classified as available-for-sale financial assets of approximately HK$10.2 million.